12 Sep 2017 16:05
Neptune-Calculus Income and Growth VCT plc ("Company")
General Meeting Result
12 September 2017
This announcement is made by the Company in connection with the proposed merger of the Company with Calculus VCT plc ("CVCT") by way of a scheme of reconstruction of the Company pursuant to section 110 of the Insolvency Act 1986 whereby the Company will be placed in members' voluntary liquidation and all of its assets and liabilities transferred by the appointed liquidators to CVCT in consideration for new shares being issued by CVCT ("Scheme"), details of which were contained in the Company's circular to shareholders ("Circular") dated 4 August 2017.
The Board is pleased to announce that at the general meeting of the Company held on 12 September 2017, the resolution proposed to approve the Company being placed into liquidation, appoint the liquidators and cancel the listing of the Company's shares, as set out in the Circular, was duly passed on a show of hands and with 97.3 % of proxy votes received being in favour (or granting discretion to the chairman).
A copy of the resolutions passed at the above meeting will shortly be available for inspection on both the Company's website (www.calculuscapital.com/neptune-income-growth-vct/) as well as at the National Storage Mechanism (www.morningstar.co.uk/uk/NSM).
Accordingly, by way of implementation of the Scheme, the Company has been placed into members' voluntary liquidation and the assets and liabilities of the Company transferred to CVCT in consideration for the issue of new ordinary shares of 1p each ("Consideration Shares") in the capital of CVCT. The total number of Consideration Shares issued to the Company's shareholders was 2,511,180, at a deemed issue price of 87.66p per share (on a ratio of 0.224 Consideration Shares for each ordinary share in the Company).
Application will shortly be made for all the Consideration Shares issued pursuant to the Scheme to be admitted to the Official List and to trading on the main market of the London Stock Exchange. It is expected that admission will become effective and that trading will commence on 13 September 2017. CREST accounts are also expected to be credited on 13 September 2017.
As part of the Scheme, the suspension of the listing of the Company's shares took place at 7.30 a.m. today (12 September 2017) and the cancellation of the Company's shares is expected to take place from the commencement of trading on 20 September 2017.
Following the merger becoming effective, Diane Seymour-Williams has today resigned from the board of the Company in order to tomorrow join the board of the enlarged Calculus VCT plc.
Calculus Capital Limited
Company Secretary
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