Result of Tender Offer and Total Voting Rights
STRATEGIC EQUITY CAPITAL PLC (the "Company")
Result of Tender Offer, Tender Price and Total Voting Rights
18 November 2014
Background
On 9 October 2014, the Company published a circular to Shareholders (the
"Circular") detailing the terms and conditions of the tender offer for up to
4 per cent. of its issued share capital (excluding Shares held in treasury) on
the Record Date (being 14 November) (the "Tender Offer").
Results of the Tender Offer and Tender Price
The latest time for acceptance of the Tender Offer was 3.00 p.m. on Friday,
14 November 2014. 109,722 Shares were validly tendered, of which 88,963 Shares
were in respect of Basic Entitlements and 20,759 Shares were in respect of
Excess Tenders. All valid tenders will be satisfied in full. Accordingly,
109,722 Shares, representing 0.19 per cent. of the Company's current issued
share capital, will be purchased at the Tender Price. The Tender Price is
166.40p per Share, being a price equal to the NAV per Share (including
undistributed current period income and, for the avoidance of doubt, dividends
declared but not yet paid shall be deemed to be undistributed and deducting,
inter alia, the estimated costs of the Tender Offer as well as the 0.78p final
dividend for the financial year ending 30 June 2014, paid today, 18 November,
to holders on the register as at 17 October 2014) as at close of business on
14 November 2014, less a 10 per cent. discount (calculated in accordance with
paragraph 4, Part 3 of the Circular).
As set out in the Circular, the Shares in respect of which tenders have been
accepted will be purchased by Canaccord Genuity Limited ("Canaccord Genuity")
pursuant to the Tender Offer and the Company will buy-back such Shares from
Canaccord Genuity to be held in treasury.
The Company is encouraged by the low take-up under the Tender Offer and
believes this is testimony to its continuing strong performance in NAV and
share price terms. The Company introduced periodic tender offers in May 2012 in
order to assist in narrowing the wide discount to NAV at which its Shares were
trading. Such tender offers may be implemented in May and November each year,
for up to 4 per cent. of the Company's issued share capital, at a 10 per cent.
discount to NAV. In recent weeks the discount to NAV at which the Company's
Shares trade has narrowed considerably and, as at 14 November 2014, was only
1.4 per cent. Accordingly, the Company is hopeful that its Share rating may be
maintained or further improved, thereby no longer requiring the Directors to
propose periodic tender offers.
Expected Timetable for Settlement
The expected timetable for settlement of the Tender Offer consideration is as
follows:
2014
Payments through CREST made in respect Thursday, 20 November
of Shares held in uncertificated form
successfully tendered
Cheques despatched in respect of Shares Friday, 21 November
held in certificated form successfully
tendered
Total Voting Rights
With effect from 20 November 2014, the Company's total issued share capital
will consist of 57,176,013 Shares (being ordinary shares of 10p each in the
capital of the Company), of which 109,722 Shares will be held in treasury.
Accordingly, the number of shares with voting rights in issue, carrying one
vote per share, will be 57,066,291.
Shareholders should use the figure of 57,066,291 as the denominator for the
calculations by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company under the FCA's
Disclosure and Transparency Rules.
Capitalised terms and expressions shall have the same meanings as those
attributed to them in the Circular.
Enquiries:
Capita Sinclair Henderson Limited (Company Secretary)
Paul Richards 01392 412 122
GVO Investment Management Limited
Stuart Widdowson 020 3691 6100
Theresa Russell
Canaccord Genuity Limited 020 7523 8000
Andrew Zychowski/Helen Goldsmith
Canaccord Genuity Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting for Strategic Equity
Capital plc and is acting for no-one else in connection with the Tender Offer
and will not be responsible to anyone other than Strategic Equity Capital plc
for providing the protections afforded to clients of Canaccord Genuity Limited
nor for providing advice in connection with the contents of this announcement
or any other matter referred to herein. Canaccord Genuity Limited is not
responsible for the contents of this announcement. This does not exclude or
limit any responsibilities which Canaccord Genuity Limited may have under the
Financial Services and Markets Act 2000 or the regulatory regime established
thereunder.
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