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26 Sep 2018 18:29
Joint Announcement
Offer for Subscription
26 September 2018
The Board of Directors of Maven Income and Growth VCT PLC ("Maven VCT 1") and Maven Income and Growth VCT 5 PLC ("Maven VCT 5") (together the "Companies" and each a "Company") are pleased to announce that they have published a joint Prospectus (comprising a Securities Note, Registration Document and Summary) in relation to offers for subscription for new Ordinary Shares of 10p each in each of the Companies to raise, in aggregate, up to £30 million with over-allotment facilities of up to, in aggregate, a further £10 million (before issue costs) (the "Offers").
The Companies have also published a joint Circular (the "Circular") seeking the approval of their respective Shareholders for matters in connection with the Offers, each Company giving notice of a General Meeting to be held on 2 November 2018 (the "General Meeting").
The Offers will open on 26 September 2018 and the deadline for receipt of applications is 12.00 noon on 3 April 2019 in relation to the tax year 2018/19 and 12.00 noon on 26 April 2019 in relation to the tax year 2019/20. The Offers will close on 26 April 2019 unless the relevant Offer is fully subscribed by an earlier date or previously extended by the relevant Board to no later than 16 September 2019. Each Company intends to re-introduce its dividend investment scheme (DIS) with immediate effect. Applicants under the Offers can make a DIS election using the application form for the Offers. Full details of each Company's DIS, together with mandate forms are available from the relevant Company's website.
Each Offer is conditional on the passing of all the resolutions at the relevant General Meeting.
Pursuant to individual offer agreements dated 26 September 2018 relating to each Offer between, among others, each relevant Company and Maven Capital Partners LLP ("Maven"), Maven, as the administrator of the Offer, will receive an offer administration fee of 2.5% of the application amount in relation to each accepted application, with reductions to the fee applying in certain cases (for instance, early applications under the Offers). Maven as the investment manager of each Company is a related party of each Company under the Listing Rules, and the payment of such a fee by the Company to Maven is a transaction to which Listing Rule 11.1.10R applies.
Maven VCT 1 has also agreed with Maven, subject to Shareholder approval on the terms set out in the Circular, to vary the terms of a management and administration deed entered into with Maven on 1 March 2015 (the "Deed"), with the effect that, from 1 March 2019, Maven's fee for secretarial services will increase from £50,000 to £100,000 per annum (excluding VAT, if any), the notice period under the Deed will be increased from six months to twelve months, and the cap on fees payable to Maven under the Deed will be removed. As Maven is a related party of Maven VCT 1 under the Listing Rules, the aggregate potential impact of the above changes to the terms of the management and administration deed between that Company and Maven is a transaction to which Listing Rule 11.1.10R applies.
The Maven VCT 1 Board composition is regularly reviewed by the Directors, and Fiona Wollocombe will step down from the Board at the end of the current financial year. Maven VCT 1 Shareholders will be informed when further information is available regarding the appointment of replacement or additional Directors.
To obtain a copy of the Securities Note, private investors and financial advisers should call Maven Capital Partners LLP on 0141 306 7400. A downloadable version of the Securities Note will also be available from each of the Company's websites: http://www.mavencp.com/migvct and http://mavencp.com/migvct5.
Copies of the Prospectus and Circular are available, free of charge, from Maven Capital Partners UK LLP at Kintyre House, 205 West George Street, Glasgow G2 2LW.
In accordance with the Listing Rules, the Prospectus and Circular have been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.morningstar.co.uk/uk/NSM.
Any enquiries in respect of the Offers should be directed to:
Maven Capital Partners UK LLP
Telephone: 0141 306 7400E-mail: enquiries@mavencp.com
Maven Capital Partners UK LLPSecretary
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