Return of Capital via a Compulsory Redemption
13 August 2024
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
RIVERSTONE CREDIT OPPORTUNITIES INCOME PLC
("RCOI" or the "Company")
Return of Capital by way of a Compulsory Redemption of Ordinary Shares
Further to its announcement on 8 August 2024 and the commencement of the managed wind down of the Company at the conclusion of its annual general meeting on 22 May 2024, the Company today announces that it will return approximately US$23,033,221 to holders of its ordinary shares of US$0.01 each (the "Ordinary Shares") by way of a compulsory redemption of approximately 22,701,309 Ordinary Shares (the "Compulsory Redemption"). The Company currently has 90,805,237 Ordinary Shares in issue.
Approximately 25 per cent. of the Company's total issued share capital as at the date of this announcement will be redeemed pursuant to the Compulsory Redemption on the Redemption Date, and the Compulsory Redemption will be effected pro rata to each Shareholder's registered holding of Ordinary Shares as at the close of business on the Redemption Date, being 9 September 2024 (the "Redemption Date"). Accordingly, Shareholders will have approximately 1 Ordinary Share redeemed for every 4 Ordinary Shares they hold in total. Fractions of Ordinary Shares will not be redeemed and so the number of Ordinary Shares to be redeemed from each Ordinary Shareholder will be rounded down to the nearest whole number of Shares.
The Compulsory Redemption will be effected at a price per Ordinary Share equal to US$1.017 per Ordinary Share redeemed (the "Compulsory Redemption Price"), being equivalent to the prevailing NAV per Ordinary Share on the Redemption Date of US$1.01, together with the accrued but unpaid dividend of 0.7 cents per Ordinary Share declared by the Board, as announced on 8 August 2024. The Compulsory Redemption Price has been determined in accordance with the articles of association (the "Articles") and includes the nominal value of each redeemed Ordinary Share.
The Company's Ordinary Shares are redeemable by the Company upon notice to Shareholders in accordance with the Articles. All of the Ordinary Shares redeemed on the Redemption Date will be cancelled and accordingly will thereafter be incapable of transfer by Shareholders or reissue by the Company. The directors of the Company believe that the Compulsory Redemption represents the most efficient and cost-effective method of returning cash to Shareholders at this time.
The amount to be applied to the Compulsory Redemption of Ordinary Shares comprises monies arising from the repayment and realisation of the Company's investments. Following the payment of the proceeds of the Compulsory Redemption, the Company will hold cash equal to approximately US$8,000,000.
In accordance with the Articles, the Company has today dispatched formal notices of redemption to Shareholders in respect of the Compulsory Redemption.
Shareholders should consult their independent professional adviser regarding the tax implications of the Compulsory Redemption for them.
Settlement
In the case of Ordinary Shares held in uncertificated form (that is, in CREST), the Compulsory Redemption will take effect automatically on the Redemption Date.
The existing Shares will be disabled in CREST after close of business on the Compulsory Redemption Date and the existing ISIN GB00BJHPS390 (the "Old ISIN") will be disabled.
The new ISIN GB00BS0C7H78 (the "New ISIN"), in respect of the remaining Shares which have not been redeemed, will be enabled and available for transactions from 8.00 a.m. on 10 September 2024. CREST will automatically transform any open transactions as at the Compulsory Redemption Date into the New ISIN.
In the case of Shares held in certificated form (that is, not in CREST), redemptions will take effect
automatically on the Redemption Date. Shareholders' existing Share certificates will be cancelled and new Share certificates will be issued to each such Shareholder for the balance of their shareholding after the Redemption Date.
Up to and including the Redemption Date, Ordinary Shares will continue to be traded under the Old ISIN and as such, a purchaser of such Ordinary Shares who was not on the register on the Redemption Date would have a market claim for a proportion of the redemption proceeds.
All Ordinary Shares that are redeemed will be cancelled with effect from the relevant Redemption Date. Accordingly, once redeemed, such Ordinary Shares will be incapable of transfer.
Payments of redemption monies are expected to be effected either through CREST (in the case of Shares held in uncertificated form) or by cheque (in the case of Shares held in certificated form) within 10 Business Days of the Redemption Date, or as soon as practicable thereafter. Shareholders will be paid their redemption proceeds in US dollars.
Expected Timetable
|
Notice of Compulsory Redemption despatched |
13 August 2024 |
|
Redemption Date (and record date for the Compulsory Redemption) |
6.00 p.m. 9 September 2024 |
|
Redemption payment date (on or around) |
19 September 2024 |
For Riverstone Credit Opportunities Income Plc:
Adam Weiss Tel: +1 212 271 2953
For J.P. Morgan Cazenove (Corporate Broker):
Jérémie Birnbaum (Corporate Finance) Tel: +44 (0) 20 7742 4000
Media Contacts:
Buchanan
Helen Tarbet Tel: +44 (0) 20 7466 5109
Henry Wilson Tel: +44 (0) 20 7466 5111
Verity Parker Tel: +44 (0) 20 7466 5197
Samuel Adams Tel: +44 (0) 20 7466 5162
Email: rcoi@buchanan.uk.com
For further details, see https://www.riverstonecoi.com/.
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