BCAP.L Regulatory News (BCAP)

8 June 2018

BETTER CAPITAL PCC LIMITED

Sale of Northern Aerospace Limited

The Board of Better Capital PCC Limited ("the Company") has been informed by the general partner to BECAP12 Fund LP ("the Fund") that the Fund's subsidiary C Bidco Limited has entered into a conditional agreement with Gardner Aerospace Holdings Limited ("Gardner"), a wholly owned subsidiary of Shaanxi Ligeance Mineral Resources Co. Limited ("SLMR"), for the sale of the entire issued share capital of Northern Aerospace Limited ("NAL") for cash consideration, which values the business at £44m on an enterprise value basis. The deal remains subject to the satisfaction of certain conditions and approvals being obtained during a 40-day period from the date of entry into the next phase of the agreement, which is expected to be imminent. Should Gardner fail to complete the transaction at the end of that period, then, absent a material adverse change, a £3m break fee becomes payable to the NAL shareholders.

SLMR is a company headquartered in China and listed on the Shenzhen Stock Exchange. It is the ultimate parent company of a group whose current main activity is mineral exploration and production, but whose interests include a growing aerospace machining and component manufacture division. SMLR acquired Gardner from BECAP Fund LP in June 2017.

In the event that the proposed transaction does proceed to completion on the terms contemplated, the expected net proceeds receivable by the Fund (from this transaction in addition to the proceeds of the warranty claim relating to NAL's predecessor company) are materially in line with the carrying value of £60m, as reported in the 2017 Interim Results.

The annual results for the year ended 31 March 2018 are expected to be released early next month. It is anticipated that the NAV of the 2012 Cell will show a decline in the region of 3 per cent.

Note: This announcement contains information that is inside information for the purposes of the Market Abuse Regulation (EU) No. 596/2014.