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Gabelli Value Plus+ (GVP)

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Tuesday 15 September, 2020

Gabelli Value Plus+

Update on Proposals for the Future of the Company

RNS Number : 0874Z
Gabelli Value Plus+ Trust PLC
15 September 2020
 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE EU MARKET ABUSE REGULATION 596/2014.

 

15 September 2020

 

GABELLI VALUE PLUS+ TRUST PLC ("the Company")

 

Legal Entity Identifier: 213800FZFN1SD1GNNZ11

 

Update on Proposals for the Future of the Company

 

At the Company's Annual General Meeting held on 30 July 2020 (the "AGM"), an ordinary resolution was put to shareholders in connection with the continuation of the Company (the "Continuation Resolution"). The Continuation Resolution required over 50% of all votes cast to be in favour of continuation for it to be passed. The Board of Directors of the Company (the "Board"), with one abstention, recommended that shareholders vote against the Continuation Resolution.

 

The number of shares in issue and eligible to vote at the meeting was 98,282,193 ordinary shares of 1 penny each ("Ordinary Shares"). The total number of votes cast (i.e. for, against and withheld) on the Continuation Resolution was 91,612,481 Ordinary Shares representing a 93.2% turnout. The result was as set out below:

 


Votes
For

% (of votes cast excl. withheld)

Votes
Against

% (of votes cast excl. withheld)

Total

Votes
Withheld

Resolution 12 (Continuation Resolution)

31,429,010

34.31

60,183,317

65.59

91,612,327

154

 

As announced on 30 July 2020, the Continuation Resolution was not passed, and the Board is therefore required to put forward to shareholders plans to wind-up, reorganise or reconstruct the Company. As a result of the vote, following the AGM, and in accordance with the terms of the investment management agreement, the Company served 24 months' protective notice on Gabelli Funds, LLC, the Company's discretionary investment manager (the "Investment Manager").

 

The Investment Manager's ultimate parent company is GAMCO Investors, Inc. ("GAMCO"), of which Mr. Mario J. Gabelli, is the Chairman and Chief Executive Officer. Mr Gabelli is one of the senior portfolio managers responsible for the discretionary management of the Company and is also the executive chairman of Associated Capital Group, Inc. ("ACG"), a US publicly traded company whose Class A common stock is admitted to trading on the New York Stock Exchange. ACG was admitted to trading on 30 November 2015 following the spin-out of the business from GAMCO.

 

The Board understands, pursuant to an announcement made on 7 May 2020, that Mr Mario Gabelli holds 27.8% of the voting rights of the Company, 0.4% directly and 27.4% indirectly through ACG, the Company's largest shareholder. ACG announced on 20 July 2020 that it would be voting in favour of the Continuation Resolution.

 

Since the AGM, the Board has conducted extensive shareholder consultations, seeking their views on the preferred route forward. Both the majority of all shareholders (by percentage of the Company's issued share capital) and the overwhelming majority of shareholders other than ACG have indicated that their preference is for a cash exit.

 

Following careful consideration of shareholders' views, the current size and operational costs of the Company and the Code, the Board believes that it would be in the best interests of the Company and its shareholders as a whole to put forward proposals for the members' voluntary liquidation of the Company .

 

The Company's largest shareholder, ACG has been part of the shareholder consultation, however ACG has today indicated to the Company that it will not support the proposals for the members' voluntary liquidation of the Company and associated return of cash to shareholders .

 

As ACG holds more than 25% of the voting rights of the Company and the proposals would require the approval of not less than 75% of the votes cast by shareholders at a general meeting, the Board is therefore not putting the proposals forward to shareholders at this time.

 

The Board will continue to evaluate the options available to the Company. A further announcement will be made as soon as practicable.

 

 

 

For further information please contact:

 

Maitland Administration Services Limited

Email: [email protected]

Phone: +44 (0) 1245 398950

 

Peel Hunt LLP

Luke Simpson / Liz Yong

Telephone: +44 (0) 20 7418 8900

 

 

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