NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART IN, INTO
OR FROM THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICITON
THIS
ANNOUNCEMENT CONTAINS INSIDE INFORMATION
21 June
2024
New Star
Investment Trust PLC
Proposed
return of capital to shareholders
The Board of New Star Investment
Trust PLC (the “Company”) is pleased to announce today a proposed
return of capital of £17,045,687 to the holders of its ordinary
shares (the “Shareholders”)
by way of a B share scheme (the “B Share
Scheme”) (the
“Return of
Capital”). A shareholder
circular in respect of the Return of Capital is expected to be
published on or around 28 June 2024 (the “Circular”), with a general meeting of the Shareholders
to approve the Return of Capital expected to be held on 24 July
2024 (the “General
Meeting”).
Return of
Capital
It is proposed that £17,045,687
will be returned to Shareholders by way of the B Share Scheme,
which will involve the bonus issue of one new B share for each
ordinary share held by Shareholders at 6 p.m. (London time) on 24
July 2024 (the “Record
Time”), which the Company
will subsequently redeem for cash.
The Return of Capital will be
subject to Shareholder approval at the General Meeting, and
customary conditions, including no material deterioration in market
conditions or the financial position of the Company.
If the Return of Capital is
approved, the estimated proceeds will equate to 24 pence (£0.24)
per existing ordinary share in the Company at the Record Time, and
it is expected that Shareholders entitled to receive payments in
respect of the proceeds of the redemption of the B shares will
receive payment on or before 8 August 2024.
Publication of
the Circular
Further details of the background
to the proposal for the Return of Capital and the B Share Scheme
(including mechanics, eligibility and proceeds) and the reasons why
the Board recommends that Shareholders vote in favour of the
resolutions to approve the Return of Capital, together with a
notice of the General Meeting, will be set out in the
Circular.
The Circular is expected to be
published on or around 28 June 2024 (and made available on the
Company’s website (https://www.nsitplc.com/) and (where required)
posted to Shareholders as soon as practicable thereafter), with the
General Meeting expected to take place on 24 July 2024 at 12:00
p.m. at the offices of the Company at 1 Knightsbridge Green, London
SW1X 7QA.
Timetable
The expected timetable for the
Return of Capital is as follows:
Publication of the
Circular
|
|
28 June
2024
|
Latest time and
date for receipt of Forms of Proxy, Proxymity or CREST electronic
proxy appointments for the General Meeting
|
|
12 p.m. on 22 July
2024
|
Voting Record
Date
|
|
6:30 p.m. on 22
July 2024
|
General
Meeting
|
|
12 p.m. on 24
July 2024
|
Publication of the
results of the General Meeting
|
|
24 July
2024
|
Record
Time
|
|
6
p.m. on 24 July 2024
|
B Shares issued
equal to number of Ordinary Shares held at the Record
Time
|
|
7 a.m. on 25 July
2024
|
Expected redemption
and cancellation of B Shares
|
|
8 a.m. on 25 July
2024
|
Ordinary Shares
start trading ex-B Share entitlement (the “Ex-Date”)
|
|
25 July
2024
|
Despatch of
payments to mandated accounts or cheques and CREST accounts
credited in respect of proceeds, if B Shares redeemed on 25 July
2024
|
|
By 8 August
2024
|
Notes:
|
|
-
The above times and/or dates may be subject to change and in
the event of such change, the revised times and/or dates will be
notified to Shareholders by an announcement through a Regulatory
Information Service.
|
|
-
All references to times in the timetable are to London
times.
-
All events in the timetable following the holding of the
General Meeting are conditional on the passing of the Resolutions
at such meeting.
-
Unless the counterparties specifically agree otherwise, a
buyer of the Company's Ordinary Shares ahead of the Ex-Date will
assume the benefit to the B Shares and the seller would need to
pass the benefit to the buyer, even if the seller is the recorded
owner at the Record Date.
|
|
|
|
|
Enquiries:
Brompton Asset
Management Limited
John Jay
|
+ 44 (0) 207 045 0600
|
|
|
Apex Fund
Administration Services (UK) Limited
|
Email:
cosec-uk@apexgroup.com
|
IMPORTANT
NOTICES
This
announcement has been issued by and is the sole responsibility of
New Star Investment Trust PLC. The information contained in this
announcement is for background purposes only and does not purport
to be full or complete. The information in this announcement is
subject to change.
The
information contained within this announcement is deemed by New
Star Investment Trust PLC to constitute
inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 (as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018 ("MAR").
On publication of this announcement via a Regulatory Information
Service, such information is now considered to be in the public
domain. For the purposes of MAR, the person responsible for
releasing this announcement is Faith Pengelly of
Apex
Fund Administration Services (UK) Limited, the Company
Secretary.
This
announcement is not intended to, and does not, constitute or form
part of any offer, invitation or the solicitation of an offer to
purchase, otherwise acquire, subscribe for, sell or otherwise
dispose of, any securities pursuant to this announcement or
otherwise.
Overseas
Shareholders
The
availability of this announcment to persons who are not resident
in, or citizens or nationals of the United Kingdom, and the
distribution of this announcement into jurisdictions other than the
United Kingdom, may be restricted or affected by the laws of the
relevant jurisdiction in which persons are located.
This
announcement is exclusively intended for persons who are not
residents of, nor physically present in, the United States,
Australia, Canada, Japan, New Zealand, the Republic of South
Africa, and any other jurisdiction where the presence of this
announcement in such jurisdiction would constitute a violation of
the laws of such jurisdiction (“Restricted
Jurisdictions”).
This
announcement is for information purposes only and does not
constitute or form part of any offer to participate in any of the
transactions described in this announcement in or from any
Restricted Jurisdiction or any other jurisdiction in or from which,
or to or from whom, such offer or invitation is unlawful. This
announcement may not be, directly or indirectly, mailed,
transmitted or otherwise forwarded, distributed, or sent in, into
or from the United States or any other Restricted Jurisdiction, and
any persons receiving this announcement must not mail or otherwise
forward, distribute or send such document(s) in, into or from the
United States or any other Restricted Jurisdiction. In addition,
persons into whose possession this document comes should inform
themselves about and observe any such restrictions or requirements.
Any failure to comply with these restrictions or requirements may
constitute a violation of the securities or other laws of such
jurisdiction.
No
securities referred to in this announcement have been or will be
registered under the US Securities Act of 1933, as amended (the “US
Securities Act”), or the securities laws of any state of the United
States or any Restricted Jurisdiction or any other jurisdiction,
and none of the securities may be offered or sold in or into the
United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the US
Securities Act. There will be no public offering of any securities
in the United States or any other Restricted Jurisdiction. None of
this announcement nor any securities mentioned therein has been
approved, disapproved or otherwise recommended by any US federal or
state securities commission or any other regulatory authority, nor
have such authorities passed upon or endorsed the merits of the
transactions contemplated in this announcement nor confirmed the
accuracy or determined the adequacy of this announcement. Any
representation to the contrary is a criminal offence in the United
States.
If you are
in any doubt about the contents of this announcement or the action
you should take, you are recommended to seek your own financial
advice immediately from your stockbroker, bank manager, fund
manager, solicitor, accountant or other appropriate independent
financial adviser duly authorised under the Financial Services and
Markets Act 2000 if you are resident in the United Kingdom or, if
not, from any appropriate authorised independent financial
adviser.
Neither the
content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's
website (or any other website) is incorporated into or forms part
of this announcement.