NAV and C Share Conversion

Utilico Emerging Mkts Utilities Ltd 13 July 2006 13 July 2006 UTILICO EMERGING MARKETS UTILITIES LIMITED Net Asset Value as at 30 June 2006, Conversion of C Shares and cancellation of New Warrants Further to its announcement dated 26 June 2006, Utilico Emerging Markets Utilities Limited ('UEM') announces the following information in relation to Net Asset Value as at 30 June 2006 and the Conversion of C Shares and cancellation of New Warrants, including the Conversion Date and Conversion Ratio. Net Asset Value as at 30 June 2006 The net asset values of the Ordinary Shares and the C Shares as at the Calculation Date, being 30 June 2006, were as detailed below (at bid market values, in £ sterling with prior charges at nominal value): pence Ordinary Shares Net Asset Value - ex income 106.81 Net Asset Value - cum income 108.57 * Net Asset Value - diluted ex income 105.68 Net Asset Value - diluted cum income 107.14 C Shares Net Asset Value - ex income 96.80 Net Asset Value - cum income 97.19 * (there is no dilution for C Shares) Conversion Ratio On the basis of the above net asset values (marked *), the Conversion Ratio for Conversion of the C Shares is 0.89516615 Ordinary Shares for every one C Share. On the basis of the Conversion Ratio, a holder of 10,000 C Shares and 2,000 New Warrrants will receive 8,951 new Ordinary Shares on Conversion and his holding of New Warrants will be reduced to 1,790 New Warrants. Fractions will be rounded down to the nearest whole share and the nearest whole warrant. Conversion Date The Directors have determined that the Conversion Date will be close of business on 14 July 2006. Entitlements on Conversion will be calculated on the basis of holdings of C Shares and New Warrants as at the Conversion Date. New Warrants In accordance with the terms of the instrument constituting the New Warrants, on Conversion, such number of New Warrants held by each warrantholder will be cancelled so as to ensure that the total number of New Warrants outstanding following such cancellation is equal to one fifth of the number of Ordinary Shares arising on Conversion and such cancellation shall be effected pro rata by reference to each warrantholder's holding of New Warrants immediately prior to the Conversion Date. Upon Conversion and the cancellation of the New Warrants, the terms and conditions of the New Warrants will be deemed to be varied so that their terms are exactly the same as the terms and conditions of the warrants issued by the Company in connection with its launch in July 2005, including as to subscription rights. Accordingly, following Conversion, warrantholders will be entitled to exercise all or any part of their reduced holding of New Warrants on 31 July 2006. Dealings, CREST and share certificates Dealings in the Ordinary Shares arising from Conversion and the reduced number of New Warrants are expected to commence at 8.00 a.m. on 17 July 2006. CREST accounts will be credited in respect of Ordinary Shares arising from Conversion, and will be adjusted in respect of Warrants, on 17 July 2006. Share certificates and Warrant certificates will be despatched, as appropriate, during the week commencing 17 July 2006. Shares in issue Following Conversion, as at 8.00 a.m. on Monday 17 July 2006 UEM's issued capital is expected to be: Class Number in issue ISIN Ordinary shares of 10p each 164,600,497 BMG931151069 Warrants to subscribe for Ordinary Shares 32,904,089 BMG931151143 The ISINs for the C Shares (BMG931151226) and New Warrants (BMG931151309) will be cancelled at that time. Other matters A notice is today being sent to all C Shareholders and New Warrantholders setting out details of the Conversion, including the Conversion Date, Conversion Ratio, and the number of Ordinary Shares to which each C Shareholder would be entitled and the reduced number of New Warrants to which each New Warrantholder would be entitled, on the basis of their holdings as at the close of business on 12 July 2006. Further details of the conversion and rights attaching to the C Shares and New Warrants are set out in UEM's prospectus in relation to the issue of C Shares and New Warrants dated 7 April 2006. Terms defined in the prospectus shall have the same meaning in this announcement unless otherwise defined. Enquiries Utilico Emerging Markets Utilities Limited Charles Jillings 01372 271 486 This information is provided by RNS The company news service from the London Stock Exchange
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