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11 Aug 2016 17:30
Baronsmead Second Venture Trust plc
Proposed merger between Baronsmead Second Venture Trust plc and Baronsmead VCT 5 plc (the "Companies")
Introduction
The boards of directors of both the Companies announce that they have entered into discussions regarding a possible merger of the Companies (the "Merger"). It is intended that the Merger would be effected by way of a scheme of reconstruction under the Insolvency Act 1986.
Benefits to shareholders
The boards of the Companies believe that a Merger would be in the best interests of the shareholders of both Companies for the following reasons.
It would result in estimated annual costs savings for the merged company of around £300,000 per annum.It would remove the duplication of communication with the many shareholders that are common to both Companies.
It would create a larger merged company with net assets of approximately £200 million which would mean that the merged company's shares would be more widely available on investment platforms and potentially make it more attractive to private client wealth managers which may enhance the liquidity of the shares in the secondary market.
The proposal
It is proposed that the Merger would be effected by way of a scheme of reconstruction and the winding up of Baronsmead VCT 5 plc under section 110 of the Insolvency Act 1986 (the "Scheme"). Under the terms of the Scheme the assets of Baronsmead VCT 5 plc would be transferred to Baronsmead Second Venture Trust plc (the "Merged Company") in exchange for the issue of new shares in the Merged Company to the shareholders of Baronsmead VCT 5 plc. It is proposed that the costs of the Scheme are shared between the shareholders on a fair basis to ensure that the benefits of the cost savings accrue to all shareholders over the same time period.
Timing
The boards expect to write to their respective shareholders with further details on the terms of the proposed Merger in mid October 2016. It is currently intended that, subject to shareholder approval, the Merger would become effective in late November 2016.
For further information, please contact:
Michael Probin Investor Relations
Livingbridge VC LLP: 020 7506 5796
The information contained within this announcement is deemed by the Companies to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014). Upon the publication of this announcement via Regulatory Information Service this inside information is now considered to be in the public domain.
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