Proposed Scheme Of Reconstruc

RNS Number : 7238K

F&C Commercial Property Trust Ld

23 April 2010

 



F&C COMMERCIAL PROPERTY TRUST LIMITED

PROPOSED SCHEME OF RECONSTRUCTION AND SUBSTANTIAL CHANGE IN SHAREHOLDING

23 April 2010

The Board of F&C Commercial Property Trust Limited ("FCPT") announces that it has received a proposal from Ignis Investment Services Limited ("Ignis"), a subsidiary of Phoenix Group Holdings ("Phoenix Group") and the investment manager of UK Commercial Property Trust Limited ("UKCPT"), for a liquidation scheme of reconstruction of FCPT (the "Scheme"). The Scheme would result in the merger of FCPT and UKCPT.  Phoenix Group is, through its subsidiaries, the majority shareholder in UKCPT, which is also a listed, Guernsey registered company with a portfolio of UK commercial properties. 

The Scheme as proposed by Ignis would involve the sale of all of FCPT's property holding subsidiaries, together with the associated debt, in exchange for the issue to FCPT's shareholders of shares in UKCPT on a net asset value ("NAV") for NAV basis.  The proposed Scheme would also offer FCPT's shareholders the opportunity to elect for a cash exit at a price of 91p per share, the availability of which would be subject to certain conditions (including a condition as to the maximum aggregate level of cash available).

In connection with the Ignis proposal, the Board of FCPT understands that Friends Provident Life and Pensions Limited and Friends Provident Life Assurance Limited (together "FP") will sell approximately 16.15% of FCPT's issued shares to Phoenix Life Limited, a subsidiary of Phoenix Group, at 91p per share.  Following this sale FP will hold approximately 34% of FCPT's issued shares.

The proposal from Ignis has also been made to the Board of UKCPT.  The Board of FCPT understands that FP, Phoenix Life Limited and Phoenix and London Assurance Limited have irrevocably undertaken between themselves to support the Scheme, and that they will not sell their respective holdings of shares in FCPT or UKCPT prior to the Scheme being effected or withdrawn (subject to the full terms of the Scheme being announced prior to 30 September 2010) and will not elect for cash under the Scheme.

The Board of FCPT is carefully considering this proposal from Ignis with its advisers, taking into account the best interests of all of the shareholders in FCPT.  There can be no certainty as to whether or not the proposal will result in any scheme being implemented.

Any further announcements on this matter will be made as and when appropriate and shareholders are encouraged to take no action in the meantime until the Board is in a position to give further information, including in relation to the impact of the proposal from Ignis and the substantial change in shareholdings in FCPT.

All Enquiries:

Nigel Russell/Graham Reaves/Graeme Caton, G&N Collective Funds Services Limited
Tel: [phone]

Douglas Armstrong, Dickson Minto W.S.

Tel:  [phone]

Robin Archibald, Winterflood Investment Trusts
Tel: [phone]

 

END

 

 

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