Foresight VCT PLC : Publication of Circular and...

FORESIGHT VCT PLC

PUBLICATION OF CIRCULAR AND OFFER DOCUMENT

Summary

The board of directors (the "Board") of Foresight VCT plc (the "Company") is today sending out a circular (the "Circular") and offer document (the "Offer Document") to shareholders in relation to:

• an enhanced buyback in respect of the ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") for up to 50% of the issued ordinary share capital (the "Enhanced Buyback"); and  

• a top up offer for 2,794,036 additional Ordinary Shares ("Top Up Offer").  

The Enhanced Buyback is subject to shareholder approval being provided at a general meeting and class meetings of ordinary shareholders, planned exit shareholders and infrastructure shareholders being convened for 29 March 2012 pursuant to the Circular. Both the Enhanced Buyback and Top Up Offer have opened today for application and shareholders, together with new investors in respect of the Top Up Offer, are recommended to act as soon as possible to avoid disappointment as both applications for excess shares under Enhanced Buyback and the Top Up Offer are intended to be on a first come, first served basis.

Shareholders may participate in the Enhanced Buyback without applying under the Top Up Offer and vice versa.

Enhanced Buybacks

Enhanced buybacks are arrangements by which, at low cost, shareholders can sell their existing shares back to a VCT and use the proceeds to buy new shares of the same class, on which upfront tax relief is available subject to a shareholder's personal circumstances.

The Enhanced Buyback is structured as an open offer and linked tender offer to all UK shareholders who hold Ordinary Shares on the register on 16 March 2012. Eligible shareholders may tender some or all of their existing holding in substitution for new shares ("Substitution Shares") subject to an aggregate limit of 13,551,078 Substitution Shares.

The closing date for the Enhanced Buyback is 3 April 2012. Shareholders will be entitled to apply for their new shares to be issued in the 2011/2012 and/or 2012/2013 tax year to assist with shareholders' tax planning.

Further details on the Enhanced Buyback, including the terms and conditions and tax consequences of participating, are set out in the Offer Document and Enhanced Buyback application form.

Top Up Offer

The Company is also offering up to 2,794,036 Ordinary Shares to existing shareholders and members of the public pursuant to the Top Up Offer.

Applicants can decide to apply for their new shares to be issued in the 2011/12 and/or 2012/13 tax year to assist with investors' tax planning. The Top Up Offer will close on 3 April 2012 for applications requesting allotment in either tax year and on 30 April 2012 for applications requesting allotment in tax year 2012/13 only.

Further details of the Top Up Offer, including the terms and conditions, are set out in the Offer Document and Top Up Offer application form.

Availability of Documents

The Circular has been submitted to the Financial Services Authority and, together with the Offer Document, will shortly be available for inspection both at the National Storage Mechanism, which is located at:

http://www.hemscott.com/nsm.do

and the Company's website:

http://www.foresightgroup.eu/page/85/Foresight-VCT.htm

For further information in respect of the proposals, please contact the Company's registrar Computershare Investor Services PLC on 0870 703 6388. Please have your relevant shareholder reference number available, which can be found on the top of each shareholder's personalised Enhanced Buyback application form.

Please note that no investment or tax advice can be given. Shareholders are further advised to consult their independent financial adviser.

Gary Fraser
Foresight Group LLP
01732 471 800

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Source: Foresight VCT PLC via Thomson Reuters ONE

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