Downing Distribution VCT 1 plc : Merger Update

Downing Distribution VCT 1 plc (to be renamed Downing ONE VCT plc)
Downing Absolute Income VCT 1 plc    
Downing Absolute Income VCT 2 plc    
Downing Income VCT plc
Downing Income VCT 3 plc       
Downing Income VCT 4 plc
(together "the Companies")

Merger Update - Joint Announcement
12 November 2013

This announcement is made by the Companies in connection with merger of Downing Distribution VCT 1 plc ("DD1") with Downing Absolute Income VCT 1 plc ("DAI1"), Downing Absolute Income VCT 2 plc ("DAI2"), Downing Income VCT plc ("DIV"), Downing Income VCT 3 plc ("DIV3") and Downing Income VCT 4 plc ("DIV4") by way of schemes of reconstruction under section 110 of the Insolvency Act 1986 ("the Schemes"), details of which were contained in a prospectus and in circulars to the shareholders of the Companies, each dated 7 October 2013.

The boards of directors of DD1, DAI1, DAI2, DIV, DIV3 and DIV4 are pleased to advise that the resolutions proposed at the general meetings of DAI1, DAI2, DIV, DIV3 and DIV4 held today were duly passed.

Immediately following the general meetings, as set out in the Prospectus, Christopher Powell, Roger Jeynes and Michael Cunningham resigned as directors of DD1. Chris Kay, Barry Dean, Helen Sinclair and Andrew Griffiths were appointed as non-executive directors of DD1, with Chris Kay being appointed as Chairman.

In implementing the Schemes, the assets and liabilities of DAI1, DAI2, DIV, DIV3 and DIV4 have been transferred to DD1, in consideration for the issue of ordinary shares of 1 penny each in the capital of the DD1 ("Consideration Shares" and, together with existing ordinary shares in DD1, "Old DD1 Shares"). Immediately following the issue of the Consideration Shares, the Old DD1 Shares underwent a share consolidation to produce new ordinary shares of 1 penny each ("New DD1 Shares") such that their unaudited net asset value per share, had this been calculated as at 8 November 2013, would have been 100.0p (the "Consolidation").

The issue of the Consideration Shares and the Consolidation are summarised as follows:

	Merger  Value  / Roll- Over  Value	Consideration  Shares issued	Consolidation  ratio	Number of  shares in  issue after consolidation  ("New DD1  Shares")	Deferred  Shares	Number  of New  DD1  Shares  for each  original  share
DD1	71.3		0.713	13,969,445	5,623,045	0.713
DIV	35.3	13,595,818	0.713	9,693,818	3,902,000	0.353
DIV3 Ordinary Shares	91.6	15,910,325	0.713	11,344,062	4,566,263	0.916
DIV3 E Shares	87.0	7,030,187	0.713	5,012,523	2,017,664	0.870
DIV4	38.7	11,023,583	0.713	7,859,815	3,163,768	0.387
DAI1 Ordinary Shares	84.2	9,411,883	0.713	6,710,673	2,701,210	0.842
DAI1 C Shares	70.5	8,865,950	0.713	6,321,422	2,544,528	0.705
DAI2 Ordinary Shares	68.8	19,148,939	0.713	13,653,193	5,495,746	0.688
DAI2 A Shares	0.1	41,860	0.713	29,847	12,013	0.001
Total		85,028,545		74,594,798	30,026,237

Application will shortly be made for all the New DD1 Shares issued to be admitted to the Official List and to trading on the main market of the London Stock Exchange. It is expected that admission will become effective and that trading will commence on 15 November 2013.

The Company's planned change of name to "Downing ONE VCT plc" is expected to take place on Wednesday 13 November 2013.

For further enquiries please contact:

Grant Whitehouse
Company Secretary
Downing Distribution VCT 1 plc
Tel: [phone]

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(ii) they are solely responsible for the content, accuracy and originality of the
information contained therein.

Source: Downing Distribution VCT 1 plc via Thomson Reuters ONE

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