GLIF.L Regulatory News (GLIF)

22 Apr 2008 10:31

T2 Income Fund Limited22 April 2008 T2 Income Fund Limited Announcement of Cancellation of Investment Adviser Options The Directors of T2 Income Fund Limited (TIDM: T2I) (the "Company") announcethat agreement has been reached with T2 Advisers, LLC, the Company's investmentadviser (the "Investment Adviser") for the cancellation of the options held bythe Investment Adviser to acquire 4,222,222 of the Company's ordinary shares(the "Options"), in consideration of a one off cash payment by the Company tothe Investment Adviser of £1.4 million. The cancellation became effective on 21April 2008. Cancellation of the Options will prevent the dilutive effect oftheir exercise. The Company's Board of Directors, having considered theeconomic effect of that dilution (which represented a growing liability with apotential terminal value much greater than the one off payment to the InvestmentAdviser), has determined the transaction to be in the best interests of theCompany's shareholders. Options to acquire 4,222,222 ordinary shares were awarded to the InvestmentAdviser at the time of the Company's admission to AIM. All of these Options arecurrently exercisable and will remain so until 5 August 2015. The Options awarded at admission initially had an exercise price of £1 pershare. The exercise price has been reduced by the amount of each dividendsubsequently declared by the Company. The exercise price will continue to bereduced by the amount of each dividend declared by the Company prior to exerciseof the Options, subject to a minimum exercise price of 1p per share. Therefore,exercise of the Options by the Investment Adviser could be significantlydilutive to shareholders, and this dilutive effect will further increase as theCompany continues to declare dividends and the exercise prices for the Optionsdecrease. Accordingly, the Company and the Investment Adviser have reached agreement thatthe Investment Adviser should now surrender the Options for cancellation by theCompany in consideration of payment by the Company to the Investment Adviser of£1.4 million. This amount has been agreed between the Company and theInvestment Adviser based on a determination of the present value of the Optionswith the application of a further discount. The cancellation of the Options by the Company is a related party transactionunder Rule 13 of the AIM Rules. The Directors (with the exception of Mr. SaulRosenthal and Mr. Patrick Conroy, both of whom are principals of the InvestmentAdviser) consider, having consulted with the Company's nominated adviser, GrantThornton Corporate Finance, that the terms of the transaction are fair andreasonable insofar as the Company's shareholders are concerned. 22 April 2008 Contact: Patrick Conroy T2 Income Fund Limited +1 203 983-5282 Philip Secrett Nominated Adviser Grant Thornton Corporate Finance +44 (0) 207 383 5100 This information is provided by RNS The company news service from the London Stock Exchange