RNS Number:9682O
Archimedes Investment Trust PLC
22 August 2003

Archimedes Investment Trust plc



The Board of Archimedes Investment Trust plc announces that it has today posted
a circular to shareholders convening an EGM for 30 September 2003 to consider
the winding-up of the Company.



Introduction

Archimedes Investment Trust plc, the first split capital trust to specialise in
holdings of other split capital trusts, which was floated on the London Stock
Exchange in October 1973 with a maximum life of 30 years, will reach the end of
that period next month. Under the terms of the Company's Articles of
Association, the Directors are obliged to procure that a special resolution to
wind up the Company be put forward at an EGM of the Company to be held any time
on or after 30 September 1998 and before 30 September 2003. The Directors
announced in May 1998 that they believed it was in the interests of Shareholders
for the Company to continue until the end of this period.



Accordingly the Directors are now obliged to convene an EGM to consider a
winding-up resolution. Having considered all of the available options, the
Directors have concluded that a winding-up, with no reconstruction scheme,
offers the simplest and most cost efficient route for Shareholders to realise
their investment at close to NAV. The Articles of Association provide that all
Shareholders shall vote in favour of a resolution to wind up the Company put at
this EGM.



The Proposals

The Proposals are that the Company be placed into members' voluntary liquidation
and that the Company's assets (after payment of its liabilities and after
deducting the costs of implementing the Proposals) on such winding-up be
distributed among Shareholders in accordance with the provisions of the Articles
of Association. Under the Proposals, the Company will be wound up on the
Effective Date, which is expected to be 30 September 2003.



Capital Shares

The NAV per Capital Share as at close of business on 19 August 2003 (the latest
practicable date prior to the printing of this document) was 650.41 pence. This
figure takes account of the estimated direct costs of the Proposals and the
proposed Liquidation Fund which together are anticipated to amount to 17.99
pence per Capital Share.



Under the Proposals and on the basis of market values as at 19 August 2003, on a
winding-up of the Company, Capital Shareholders would receive approximately 650
pence per Capital Share.



Income Shares

In accordance with the Articles of Association, Income Shareholders will receive
25 pence per Share representing the nominal amount paid up on their Shares,
together with their pro rata entitlement to any profits available for
distribution standing to the credit of the Revenue Account.

Interim dividend

As at close of business on 19 August 2003, on the basis of management accounts
the Company had unaudited retained revenue reserves (including current year
revenue) of #368,661. On the basis of this, the Directors expect that Income
Shareholders on the Register as at 19 September 2003 will receive an interim
dividend of not less than 30 pence per Share. The Directors intend to declare
this interim dividend on 4 September 2003 with payment being made on 26
September 2003. Revenue which is expected to be generated by the portfolio
thereafter and up to the Effective Date will also be paid to Income Shareholders
as a capital distribution in the liquidation.



Notes:

(1) The aggregate costs of the Proposals (excluding disposal costs of the
portfolio) and the costs of winding-up the Company (including the proposed
Liquidation Fund) are assumed to be #220,363 (including VAT).

(2) The value of the Company's portfolio is calculated at the mid-market prices
as at 19 August 2003. No provision has been made for costs that might arise from
the liquidation of the portfolio. As at 19 August 2003 if the investment
portfolio had been valued on a bid-price basis rather than a mid-price basis,
the value of the portfolio attributable to Capital Shareholders would have been
approximately 10.34 pence less than the NAV calculated on a mid-market price
basis. The actual proceeds of any future portfolio liquidation would however be
dependent on the constituents of the portfolio at the time, the price of those
shares and the extent of the dealing spread, which will be affected by market
conditions, the mechanism of disposal and the availability of willing
purchasers. For these reasons the approximation of 10.34 pence should not be
regarded as an indication of the likely reduction in net assets resulting from a
disposal of the portfolio at a future date.

(3) The Company is assumed not to be subject to any tax on the sale of any of
its investments.



Liquidation

It is proposed that the Company be placed in members' voluntary liquidation and
that Richard Setchim and Ian Oakley Smith of PricewaterhouseCoopers LLP be
appointed Liquidators of the Company.



In the period leading up to the liquidation, the Manager will continue to take
steps to realise for cash assets comprised in the portfolio. In so doing, the
Manager shall seek to obtain the best price available for such assets.



Accordingly, on the basis of market values as at 19 August 2003, the proposed
Liquidators have indicated that they would expect to make a distribution during
the week beginning 6 October 2003 of approximately 650 pence per Capital Share
and not less than 25 pence per Income Share. The Liquidators may make a further
distribution at the conclusion of the liquidation.



Dealings

The Register will be closed at 5.00 p.m. on 29 September 2003 and the Shares
will be disabled in CREST at 6.00 p.m. on 29 September 2003. Application will be
made to the London Stock Exchange and the UK Listing Authority for dealings in
Shares to be suspended on the Official List of the UK Listing Authority at 7.30
a.m. on 30 September 2003. The last day for dealings in Shares on the London
Stock Exchange on a normal rolling three day settlement basis will be 23
September 2003. As from 24 September 2003, dealings should be for cash
settlement only and will be registered in the normal way if the transfer,
accompanied by the documents of title, is received by the Registrars by 5.00
p.m. on 29 September 2003. Transfers received after that time will be returned
to the person lodging them. After the liquidation of the Company and the making
of any final distribution, existing certificates in respect of Shares will cease
to be of value and any existing credit of Shares in any stock account in CREST
will be redundant. If the Proposals become effective it is expected that the
listing of Shares will be cancelled no later than 30 September 2004.



Expenses

The costs incurred in relation to the Proposals, including financial advice,
other professional advice and the Liquidators' charges, are estimated to amount
to #180,363, representing some 2.20 per cent. of the Net Asset Value as at 19
August 2003 attributable to the Capital Shares.



The Directors' fees will cease when the Liquidators are appointed and no
payments for loss of office will be made.



The Manager has agreed that its management, secretarial, accounting and
administrative services agreements will each terminate automatically on the
appointment of the Liquidators without payment other than in respect of accrued
fees to the date of termination.



Investec OEICs

For Shareholders who may wish to continue their investment in another fund,
Investec is offering a special discount on any reinvestment of the proceeds of
the liquidation of the Company in the Investec range of OEICs. If shareholders
choose to invest in one of these funds, Investec will fully discount the normal
initial charge of 4.5 per cent., enabling shareholders to invest at net asset
value.



For Capital Shareholders, the Investec fund with the most similar investment
objective is the Capital Accumulator Fund. This fund invests in a portfolio of
zero dividend preference shares and similar investments in order to produce
longer-term capital appreciation.



For Income Shareholders, the Investec fund with the most similar investment
objective is the Income Share Fund. This fund invests in a portfolio of
investment trust income shares and similar investments in order to produce a
high and rising level of income over the longer term.

Both the Capital Accumulator Fund and the Income Share Fund are managed by
Alastair Mundy who currently manages the assets of the Company. Full details of
the two funds, including a key features document and instructions on how to
invest, will be enclosed with the initial distribution cheques.



Please note that the Directors make no recommendation as to whether or not
shareholders should reinvest in a fund managed by Investec or how shareholders
deal with the proceeds of their Shares following the liquidation.



It should be noted that it will not be possible to avoid a realisation for
capital gains tax purposes arising on the liquidation by reinvesting in one of
the Investec OEICs.



EGM

The Proposals are subject to the approval of Shareholders by special and
extraordinary resolutions. The Articles of Association provide that Shareholders
shall vote in favour of the resolution to wind up the Company. Accordingly, any
vote against the special resolution will be deemed a vote in favour. The EGM at
which the Company will be put into voluntary liquidation and liquidators
appointed has been convened for 10.30 a.m. on 30 September 2003 to be held at 2
Gresham Street, London EC2V 7QP.



The quorum requirement for the EGM shall be three persons entitled to attend and
vote, each being a Shareholder. A corporation which is a Shareholder and which
is represented by a proxy shall count towards the quorum for the EGM.  Each
Resolution will require the approval of not less than 75 per cent. of the votes
cast by those Shareholders present in person, on a show of hands, or present in
person or by proxy, on a poll. The Company's Articles of Association require
that every Shareholder present in person or by proxy and entitled to vote shall
vote in favour of the Resolution to be proposed at the EGM placing the Company
into voluntary liquidation.





EXPECTED TIMETABLE

Declaration of interim dividend                          4 September 2003

Record date for payment of interim dividend             19 September 2003

Payment of interim dividend to Income Shareholders      26 September 2003

Latest time and date for receipt of Form of Proxy
for use at the EGM                                      10.30 a.m. on 28 September 2003

Close of Register and record date for participation in
the liquidation                                         5.00 p.m. on 29 September 2003

Suspension of Shares from trading on the London
Stock Exchange and suspension of listing on the
Official List of the UK Listing Authority               7.30 a.m. on 30 September 2003

EGM                                                     10.30 a.m. on 30 September 2003

Commencement of winding-up of the Company               30 September 2003

First liquidation distribution                          Week commencing 6 October 2003

Cancellation of listing on the Official List of the
UK Listing Authority                                    30 September 2004





Enquiries:

Stephen Cockburn                                        020 7448 4700
Chairman, Archimedes Investment Trust plc



David Liddell                                           020 7597 2000
Investec Asset Management



Christopher Smith                                       020 7588 2828
Cazenove & Co. Ltd






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