Guinness Flght Gd IG - Re City Of Oxford EGM-Rplcmnt
30 9월 1999 - 12:44AM
UK Regulatory
RNS No 2521u
GUINNESS FLIGHT GEARED INCOME & GROWTH TRUST PLC
29 September 1999
The issuer has advised that the following amendment has been made to the 'City
of Oxford 2nd EGM Result, etc' announcement released today at 13:31 under RNS No
2436v.
The amendment appears in following paragraph.
Ordinary Income Shareholders who elected for the CashFund Shares equal to 26.327
(not 27.327 as previously shown) per City of Oxford Ordinary Income Share
previousy held or an equal amount in cash for elections received under the cash
option.
The full corrected text is shown below.
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Guinness Flight Geared Income & Growth Trust PLC ("GFGIGT") City of Oxford
Investment Trust PLC ("City of Oxford")
Issue and Placing of new GFGIGT Shares in connection with
a Recommended Scheme for the reconstruction of City of
Oxford
At the second City of Oxford Extraordinary General
Meeting held today, 29 September 1999, the special
resolution for winding-up City of Oxford (the "Scheme")
was duly passed. The implementation of the Scheme, as
defined in the circular to City of Oxford shareholders
dated 27 August 1999 has therefore become effective.
The adjourned separate general meeting of the holders of
GFGIGT Zero Dividend Preference Shares was also held
today. The extraordinary resolution to enable the Issue
and Placing was duly passed.
City of Oxford shareholder entitlements under the Scheme
City of Oxford Zero Dividend Preference Shareholders will
receive their full entitlement under City of Oxford's
Articles of Association of 160.78p per share. City of
Oxford Ordinary Income shareholders will receive their
full entitlement in accordance with City of Oxford's
Articles of Association. The Terminal Asset Value of the
City of Oxford Ordinary Income Shares as at 27 September
1999, the Calculation Date, as calculated in accordance
with the Scheme, was #7.99 million, equivalent to 26.327p
per Ordinary Income Share.
City of Oxford shareholder entitlements for each option
under the Scheme are shown below.
GFGIGT option
City of Oxford Zero Dividend Preference Shareholders who
elected for, or who were deemed to elect for, the option
to roll over their existing investment into new GFGIGT
Zero Dividend Preference Shares will receive 1,448.4603
GFGIGT Zero Dividend Preference Shares, subject to
rounding down, for every 1,000 City of Oxford Zero
Dividend Preference Shares previously held.
City of Oxford Ordinary Income Shareholders who elected
for, or who were deemed to elect for, the option to roll
over their existing investment into new GFGIGT Geared
Ordinary Shares will receive 268.0694 GFGIGT Geared
Ordinary Shares, subject to rounding down, for every
1,000 City of Oxford Ordinary Income Shares previously
held. The Formula Issue Price at the Calculation Date
was 98.21p per GFGIGT Geared Ordinary Share.
No scaling back of elections and deemed elections for the
GFGIGT option will be required.
CashFund Shares and/or cash option
Zero Dividend Preference Shareholders who elected for the
CashFund Shares and/or cash option will receive shares in
the sterling money fund of Guinness Flight Global
Strategy Fund Limited ("CashFund Shares") equal to
160.78p per City of Oxford Zero Dividend Preference Share
previously held or an equal amount in cash for elections
received under the cash option.
Ordinary Income Shareholders who elected for the CashFund
Shares and/or cash option will receive CashFund Shares
equal to 26.327p per City of Oxford Ordinary Income Share
previously held or an equal amount in cash for elections
received under the cash option.
GFGIGT Placing
Placing commitments have been received by HSBC Investment
Bank plc from a number of institutions and financial
intermediaries to subscribe in cash for 3.25 million
GFGIGT Zero Dividend Preference Shares (at the Placing
Price of 111p), 28.09 million GFGIGT Income Shares (at
the Placing Price of 109p) and 5.60 million GFGIGT Geared
Ordinary Shares (at the Placing Price of 98.21p). The
aggregate proceeds of the Placing were #39.73 million
before expenses. In addition, GFGIGT will draw down
approximately #29.36 million under the Bank Loan.
GFGIGT following the Issue
As a result of the Scheme and the Placing, the gross
assets of GFGIGT, before expenses, will increase by
#94.72 million, from #62.07 million at 27 September 1999
to #156.79 million.
Immediately following completion of the Issue, the
capital structure of GFGIGT will comprise 36,424,157 Zero
Dividend Preference Shares, 49,269,600 Income Shares,
17,349,886 Geared Ordinary Shares and a #47.51 million
Bank Loan.
The NAV per GFGIGT Geared Ordinary Share at 27 September
1999 was 105.13p, following the issue, and after taking
account of the expenses of the Issue, this NAV will
increase by 1.0 per cent. to 106.18p.
Dealings
Dealings in the Shares of GFGIGT issued under the Scheme
and the Placing are expected to commence on Wednesday 6
October 1999 at 8.00am. Fractions of Shares will not be
issued. It is expected that share certificates in
respect of holdings in GFGIGT will be despatched in the
week commencing Monday 11 October 1999.
Dealings in CashFund Shares issued under the Scheme, will
commence on Thursday 30 September 1999 at 12.00pm.
Shareholders who have elected for the cash option will
have the payment of the proceeds dispatched by cheque, or
where directed, by CREST assured payment, on Wednesday 6
October 1999 or as soon as possible thereafter.
Final distribution
A final distribution arising from the surplus, if any,
remaining in the Liquidation Fund, as defined in the
circular posted to City of Oxford Shareholders on 27
August 1999, will be made to City of Oxford Shareholders
as soon as practicable once the Liquidators have settled
all liabilities and received all outstanding sums due.
The Liquidation Fund is estimated at approximately
#200,000, from which any remaining costs and expenses
will be paid.
Enquiries
Investec Guinness Flight Chris Burvill 0171 597 2000
Richard Prvulovich
Andrew Martin Smith
HSBC Investment Bank plc Ravi Anand 0171 336 2234
Cazenove & Co. Christopher Smith 0171 588 2828
END
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