Polar Capital Regulatory News (POLR)

1 Apr 2009 07:00



1 April 2009

Polar Capital Holdings plc 

Issue of equity

Polar Capital Holdings plc ('Polar Capital' or 'the Company') announces the issue and allotment of 1,629,589 ordinary shares of 2.5p each in the Company ('the New Shares') in respect of the previously announced crystallisation of the UK business units. Application has been made for the New Shares to be admitted to trading on AIM and dealings are expected to commence on 2 April 2009.

This is the third allotment of shares for the UK business unit. As previously announced there will be one further tranche of 1,629,589 shares each to be issued in respect of the crystallisation of the UK business unit, in March 2010. On 1 April 2008, the Company announced that the two further tranches of shares to be issued in respect of the crystallisation of the UK business unit in March 2009 and March 2010, would comprise 1,682,595 ordinary shares each. However, as a result of a change of personnel at the Company, both this year's and next year's tranches are now comprised of 1,629,589 ordinary shares each.

 As at 31 March 2009, following admission of the New Shares, the total number of ordinary shares allotted and in issue will be 73,073,568.

Background 

Polar Capital has structured its fund management operations in such a way that the fund management teams are placed in separate business units and remunerated directly via performance and also given an incentive to become shareholders in the Company.

Each business unit is a separate profit centre and the fund managers responsible receive an annual payment which comprises a share of their unit's core operating profit (operating profit before performance fees and related distributions) and performance fees. In addition each fund management team is offered the prospect of an interest in the capital of the Company through the purchase of an individual class of preference shares in Polar Capital Partners Limited, a wholly owned subsidiary of the Company. These preference shares have been structured in such a way as to become convertible upon the occurrence of certain events know as crystallisation events into cash or, at the option of the Company, ordinary shares in the Company at a ratio that is intended to be earnings enhancing for the Company.

Upon the occurrence of a crystallisation event the fund mangers concerned cease to be eligible to receive their share of the business unit's core operating profit and simultaneously going forward receive a reduced interest in their performance fees.

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