Northern Inv. Co PLC Result Of General Meeting And Pro-forma Nav
19 Janvier 2017 - 4:48PM
UK Regulatory
TIDMNRI
19 JANUARY 2017
NORTHERN INVESTORS COMPANY PLC
RESULT OF GENERAL MEETING AND PRO-FORMA NAV
Northern Investors Company PLC (the "Company") announces that at the
general meeting held on 19 January 2017 both of the special resolutions
set out in the notice of meeting were duly passed by shareholders.
In accordance with the Disclosure Rules and Transparency Rules, a copy
of the resolutions proposed and passed has been submitted to the
National Storage Mechanism and will shortly be available for inspection
at www.morningstar.co.uk/uk/NSM and is also available on the NVM Private
Equity website at www.nvm.co.uk/nicgmjan2017.
Details of proxy voting on the resolution put to shareholders at the
general meeting are as follows:
Vote
Resolution For Discretionary Against withheld
1
-- THAT the draft articles of association produced to
the meeting and signed by the Chairman (the "New
Articles of Association") be approved and adopted as
the articles of association of the Company in
substitution for, and to the exclusion of, all
existing articles of association of the Company;
-- THAT the directors be generally and unconditionally
authorised:
-- To capitalise a sum or sums from time to time
not exceeding GBP12.67 million in aggregate
standing to the credit of the special reserve
(which was created through the cancellation of
the Company's share premium account), and to
apply such sum from time to time in paying up
in full up to 25,346,666 redeemable shares of
50 pence each in the capital of the Company
carrying the rights and restrictions set out
in article 150 of the New Articles of
Association (the "B Shares") that may be
allotted pursuant to the authority given by
sub paragraph (b) (ii) below; and
-- Pursuant to section 551 of the Act, to exercise all
powers of the Company to allot and issue credited as
fully paid up B Shares up to an aggregate nominal
amount of GBP12.67 million to the holders of the
Ordinary Shares on a pro rata basis as determined by
the Directors from time to time. 837,830 9,571 0 59,783
1. THAT, conditional on the passing of Resolution 1
above and subject to the confirmation of the Court,
the balance standing to the credit of the capital
redemption reserve of the Company following the
redemption of 12,483,835 B Shares in January 2017 be
cancelled and the amount so cancelled be credited to
a special reserve of the Company. 837,310 10,091 0 59,783
In accordance with the Circular and notice of general meeting published
on 21 December 2016, Shareholders will therefore receive 5 B Shares for
each Ordinary Share held by them on the Return of Capital Record Date by
way of a bonus issue, expected to take place on 20 January 2017. It is
also expected that the Ordinary Shares will commence trading ex their
entitlement to the B Share Entitlement and the associated B Share
Dividend on 20 January 2017.
Shortly after their issue, the B Shares will be redeemed by the Company
in accordance with their terms at a price of 50 pence for each B Share.
Shareholders are expected to receive the proceeds of the redemption by
31 January 2017.
Reduction in NAV of Ordinary Shares on a pro-forma basis
Following the bonus issue of the B Shares, the NAV per Ordinary Share
will be correspondingly reduced by the amount of the return of capital
of 250 pence per Ordinary Share and the costs of the redemption.
Had the return of capital taken place as at 30 September 2016, the date
of the latest reported unaudited NAV, then the pro-forma unaudited NAV
per Ordinary Share as at that date, adjusting only for this return of
capital but ignoring the associated B Share Dividend and related costs,
and without making any adjustment for any other possible change since
that date, would have been 478.6 pence per Ordinary Share. The Board
have not carried out a revaluation exercise since the publication on 15
November 2016 of the unaudited NAV as at 30 September 2016.
Enquiries:
Nigel Guy/Christopher Mellor, Northern Investors Company PLC - 0191 244
6000
Website: www.nvm.co.uk
Neither the contents of the NVM Private Equity LLP website nor the
contents of any website accessible from hyperlinks on the NVM Private
Equity LLP website (or any other website) is incorporated into, or forms
part of, this announcement.
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Northern Investors Co PLC via Globenewswire
http://www.nvm.co.uk/investorarea/northern_investors_company_plc.php
(END) Dow Jones Newswires
January 19, 2017 10:48 ET (15:48 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
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