THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
If you are in any doubt about the action to be taken, you should immediately consult a person authorised under the Financial Services and Markets Act 2000 (FSMA) who specialises in advising on the acquisition of shares and other securities.
If you have sold or otherwise transferred all of your shares in Blackfinch Spring VCT plc (the "Company"), please send this document and accompanying documents, as soon as possible, to the purchaser , transferee , stockbroker, authorised financial adviser or other person through whom the sale or transfer was effected for delivery to the purchaser or transferee.
This Circular has been approved by the Financial Conduct Authority ("FCA") in accordance with section 87A of the FSMA and will be made available to the public.
An application has been made to the FCA for the Ordinary Shares to be issued under the Offer to be listed on the premium segment of the Official List and will be made to the London Stock Exchange for those Ordinary Shares to be admitted to trading on its main market for listed securities.
Howard Kennedy Corporate Services LLP, which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and no-one else and will not, subject to the responsibilities and liabilities imposed by FSMA or the regulatory regime established thereunder, be responsible to any other person for providing advice in connection with any matters referred to herein.
_________________________________________________________________________________
Blackfinch Spring VCT plc
(Registered in England and Wales with registered number 12166417)
General Meeting in connection with recommended proposals to:
- authorise the issue of Ordinary Shares whilst disapplying pre-emption rights
- approve the payment of the Investment Manager's Promoter Fees
- authorise the purchase of Ordinary Shares by the Company
- approve the cancellation of the Company's share premium account
_________________________________________________________________________________
Your attention is drawn to the letter from the Chairman of the Company set out in Part II of this document which contains a recommendation by your Board to vote in favour of the Resolutions. Your attention is also drawn to the risk factors set out in Part I of this document.
You will find set out at the end of this document a notice of the General Meeting, to be held at 11 am on 10 October 2023 at No.1 London Bridge, London SE1 9BG, to approve the Resolutions.
The right to vote at the General Meeting is determined by reference to the register of members of the Company at close of business two days prior to the General Meeting. Accordingly, to be entitled to vote, Shareholders must be entered in the register of members by close of business on 6 October 2023.
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To be valid, the forms of proxy for the General Meeting should be returned not less than 48 hours before the meeting (excluding weekends and public holidays), either by post or by hand (during normal business hours only) to the Company's Registrar, The City Partnership (UK) Limited, The Mending Rooms, Park Valley Mills, Meltham Road, Huddersfield HD4 7BH. If you are a Shareholder who has opted for electronic communications, then you will have been sent an email which includes information on how to appoint a proxy on-line.
As an alternative to completing and returning a form of proxy by post or by hand, you may appoint a proxy electronically through the Registrar's online proxy voting application which can be found by copying https://proxy-blackfinch-gm.cpip.io into your web browser (the ""Proxy Voting App"). You will need your City investor number (CIN) and your "Access Code" which may be found either on the form of proxy or in the email sent to you by the Registrar.
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CONTENTS | ||
EXPECTED TIMETABLE OF PRINCIPAL EVENTS | 4 | |
DIRECTORS, MANAGER AND ADVISERS | 5 | |
PART I | RISK FACTORS | 6 |
PART II | LETTER FROM THE CHAIRMAN | 7 |
PART III | ADDITIONAL INFORMATION | 12 |
PART IV | DEFINITIONS | 20 |
NOTICE OF GENERAL MEETING | 24 |
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EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Publication of this Circular | 7 September 2023 |
Latest time and date for receipt of | |
Forms of Proxy for the General Meeting | 11 a.m. on 6 October 2023 |
Voting record date | close of business on 6 October 2023 |
General Meeting | 11 am on 10 October 2023 |
Future times and dates are indicative only and are subject to change by the Company. If the expected timetable of events changes from the above, the Company will release an announcement to this effect.
References to time in this Circular are to London time.
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DIRECTORS, MANAGER AND ADVISERS | |
Directors (all non-executive) | Peter Lionel Raleigh Hewitt (Chairman) |
Dr Katrina Tarizzo | |
Dr Reuben Wilcock | |
all of (registered office, at) | 1350-1360 Montpellier Court |
Gloucester Business Park | |
Brockworth | |
Gloucester | |
Gloucestershire GL3 4AH | |
Investment Manager and Promoter | Blackfinch Investments Limited |
1350-1360 Montpellier Court | |
Gloucester Business Park | |
Brockworth | |
Gloucester | |
Gloucestershire GL3 4AH | |
VCT Tax Adviser | Philip Hare & Associates LLP |
6 Snow Hill | |
London | |
EC1A 2AY | |
Sponsor | Howard Kennedy Corporate Services LLP |
No. 1 London Bridge | |
London SE1 9BG | |
Auditors | BDO LLP |
55 Baker Street | |
London W1U 7EU | |
Solicitors | Howard Kennedy LLP |
No. 1 London Bridge | |
London SE1 9BG | |
Secretary | The City Partnership (UK) Limited |
The Mending Rooms, Park Valley Mills | |
Meltham Road | |
Huddersfield HD4 7BH | |
Registrars | The City Partnership (UK) Limited |
The Mending Rooms | |
Park Valley House | |
Meltham Road | |
Huddersfield HD4 7BH | |
Receiving Agents in respect of the Offer | Blackfinch Investments Limited |
1350-1360 Montpellier Court | |
Gloucester Business Park | |
Brockworth | |
Gloucester | |
Gloucestershire GL3 4AH |
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Blackfinch Spring VCT plc published this content on 07 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 September 2023 14:36:10 UTC.