Vpc Specialty Regulatory News (VSL)

22 December 2016

VPC Specialty Lending Investments PLC

SHARE BUY-BACK Programme and ENGAGEMENT

The Board of Directors (the "Board") of VPC Specialty Lending Investments PLC (the "Company") (ticker: VSL) announces the Company will commence a share buyback programme in light of the significant disparity between the Company's share price and its Net Asset Value (NAV) per share. In this regard, the Board announces that is has engaged Jefferies International Limited as agent to execute share buy-backs on behalf of the Company (the "Engagement").

The Company's shares are currently trading at a 17.9% discount to net asset value reported as at 31st October 2016 (as adjusted for the dividend declared on 17 November 2016). The Company is committed to delivering the targeted 8.0% net dividend in the medium term which, in the Company's opinion, should lead to a narrowing of the discount over time.

At the same time, the Board is committed to an active discount management policy and has adopted a programme to buy-back the Company's issued shares opportunistically where it believes such a purchase would be accretive to shareholder value relative to making additional investments in the portfolio and it is in the best interest of all shareholders to do so. These arrangements are in accordance with the authority granted by shareholders at the Company's Annual General Meeting on 2nd June 2016. 

The Engagement will commence with effect from today and will, unless extended or terminated earlier, end six months from the date of this announcement. The share buyback programme will be reviewed periodically. The Board advises shareholders there can be no certainty that the Company will acquire any shares under the programme.

Andrew Adcock, Chairman, commented: "We believe that a share buyback programme is a sensible deployment of our capital and we are taking this step as part of our wider strategy to improve returns for our shareholders."

Pursuant to and during the term of the Engagement, the Company's buy-back agent may independently of, and without influence by, the Company, effect on-market purchases of ordinary shares of 1p nominal value (the "Shares") from time to time at its absolute discretion provided that the maximum price payable for a Share on the Main Market of the London Stock Exchange plc (the "Exchange") is an amount equal to the higher of:

a. 105 per cent. of the average market value of the Company's Shares as derived from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which such Share is contracted to be purchased; or

b. the higher of the price of the last independent trade and the highest current bid stipulated by Article 3(2) of the Commission Delegated Regulation (EU/2016/1052) .

A buy-back of Shares pursuant to the Engagement on any trading day may represent a significant proportion of the daily trading volume in the Shares on the Exchange (and could exceed the 25% limit of the average daily trading volume of the preceding 20 business days as referred to in the Commission Delegated Regulation (EU) No. 2016/1052 on buy-back programmes).

The Company will announce any market repurchase of Shares no later than 7.30 a.m. on the business day following the calendar day on which the repurchase occurred. To the extent permitted by law, Shares bought back under the Engagement will be held in treasury, but may be cancelled subsequently.

Note 1 of Rule 37.1 of the City Code provides that where a person who comes to exceed the limits in Rule 9 in consequence of a companyʼs redemption or purchase of its own shares will not normally incur an obligation to make a mandatory offer unless that person is a director, or the relationship of the person with any one or more of the directors is such that the person is, or is presumed to be, acting in concert with any of the directors. A person who has appointed a representative to the board of the company, and investment managers of investment trusts, will be treated for these purposes as a director. However, there is no presumption that all the directors (or any two or more directors) are acting in concert solely by reason of a proposed redemption or purchase by the company of its own shares, or the decision to seek shareholders' authority for any such redemption or purchase.

The Panel has confirmed that, pursuant to Note 1 of Rule 37.1 of the City Code, Invesco Limited would not ordinarily incur an obligation to make a mandatory offer should its beneficial interests in the Company increase as a result of share buy-backs under the Engagement.

FOR FURTHER INFORMATION, PLEASE CONTACT:

ABOUT VPC Specialty Lending Investments PLC:

VPC Specialty Lending Investments PLC invests in opportunities within the specialty lending market primarily through online lending platforms. The Company intends to generate an attractive total return for shareholders consisting of distributable income and capital growth via investments in a diverse portfolio of various platforms, asset classes, geographies (primarily U.S., U.K., Australia and Europe) and credit bands.

Since 2010, the Company's investment manager, Victory Park Capital, has been actively involved in the specialty lending marketplace and has made more than $4.5 billion of investments and commitments across a number of financial technology platforms, multiple geographies (U.S., U.K., Australia and Europe), products (consumer and business) and structures (whole loans and senior credit facilities).

Further information on VPC Specialty Lending Investments PLC is available at www.vpcspecialtylending.com.