Publication of Prospectus and Block Listing
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION, TRANSMISSION, FORWARDING OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL APPLICABLE SECURITIES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT HAS BEEN ISSUED BY AND IS THE SOLE RESPONSIBILITY OF THE COMPANY.
15 December 2022
RUFFER INVESTMENT COMPANY LIMITED
(a closed-ended investment company incorporated in Guernsey with registration number 41996)
(the "Company")
Publication of Prospectus and Block Listing
In accordance with the requirements of the Prospectus Regulation, the Company is prohibited from issuing more than 20 per cent. of its issued share capital during any preceding twelve-month period without the publication of a prospectus. The Company is approaching this limit through its most recent tap issuances and is therefore today publishing a prospectus (the "Prospectus") to allow the Company to continue with its tap issuances by 'resetting' its 20 per cent. capacity under the Prospectus Regulation.
A copy of the Prospectus will shortly be available on the Company's website at www.ruffer.co.uk/ric and has been submitted to the National Storage Mechanism of the FCA at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
An application has been made to the Financial Conduct Authority and London Stock Exchange for the block listing of 25 million Shares with an admission date of 20 December 2022.
Shares will be issued under the block listing to satisfy continuing demand that cannot be met through the secondary market, and the net proceeds of share issuance under the block listing will be invested in accordance with the Company's published investment policy. The Shares issued under the block listing will, when issued, rank pari passu with the existing Shares of the Company.
Capitalised terms used but not defined in this announcement shall have the meanings given to them in the Prospectus.
LEI: 21380068AHZKY7MKNO47
Enquiries:
Investec Bank plc
Broker
David Yovichic/Denis Flanagan
DDI: +44(0)20 7597 4952
Email: David.yovichic@investec.co.uk
Sanne Fund Services (Guernsey) Limited
Company Secretary
Shona Darling
DDI: +44(0)1481 737673
Email: ric@praxisifm.com
IMPORTANT NOTICE
Neither this announcement, nor any copy of it, may be taken or transmitted, published or distributed, directly or indirectly, in or into the United States or any other jurisdiction where to do so would constitute a violation of the relevant securities laws of such jurisdiction. This announcement is for information purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy, acquire or subscribe for any shares in the Company in the United States or any other state or jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. Any failure to comply with these restrictions may constitute a violation of securities laws of such jurisdictions.
The Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "US Securities Act"), or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in or into the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with the securities laws of any state or other jurisdiction of the United States. There will be no public offering of Shares in the United States.
This announcement has been issued by, and is the sole responsibility of, the Company. No undertaking, representation, warranty or other assurance, express or implied, is made or given by or on behalf of the Company, the Investment Manager or Investec Bank plc ("Investec") or any of their respective directors, officers, partners, employees, agents or advisers or any other person as to the accuracy or completeness of the information or opinions contained in this announcement and no responsibility or liability is accepted by any of them for any such information or opinions or for any errors, omissions or misstatements, negligence or otherwise in this announcement.
Investec, which is authorised in the United Kingdom by the Prudential Regulation Authority and regulated by the Financial Conduct Authority ("FCA") and the Prudential Regulation Authority, is acting as sponsor to the Company in connection with the publication of the Prospectus. Investec is not acting for, and will not be responsible to, any person other than the Company for providing the protections afforded to its customers or for advising any other person on the contents of this announcement or on any transaction or arrangement referred to in this announcement. No representation or warranty, express or implied, is made by Investec as to, and no liability is accepted by Investec in respect of, any of the contents of this announcement.
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