Source - LSE Regulatory
RNS Number : 4865S
Baronsmead Second Venture Trust PLC
09 March 2023
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION FOR WHICH THE SAME COULD BE UNLAWFUL. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION, INCLUDING IN THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.

BARONSMEAD SECOND VENTURE TRUST PLC

LEI: 2138008D3WUMF6TW8C28

9 March 2023

Intention to utilise Over-allotment Facility and Offer update

The Board of Baronsmead Second Venture Trust plc (the "Company") announced on 16 December 2022 that the Company, together with Baronsmead Venture Trust plc, had published a prospectus (the "Prospectus") in relation to offers for subscription to raise up to £40 million in aggregate with the discretion to utilise over-allotment facilities to raise up to a further £10 million in aggregate (the "Offers" and each an "Offer"). Full details of the Offers are contained in the Prospectus.

The Directors have been advised that, on the basis of the Application Forms that have been received so far, the Company is close to raising the initial £20 million. Additionally, the Directors have been advised that the pipeline for prospective investments during 2023 is currently strong. As a result, the Board has resolved that it is in the best interests of Shareholders to utilise the Over-allotment Facility and Applications will be accepted to raise up to an additional £5 million, subject to the terms of the Offer. On this basis, if fully subscribed the Company's Offer would raise a total of £25 million (before costs).

For the avoidance of doubt, the Early Bird Discount is no longer available.

Third Allotment update

Pursuant to the terms set out in the Prospectus, the Board has resolved to extend the deadline for the submission of Applications in respect of the Third Allotment of New Shares under the Offer. The Third Allotment is still expected to take place on or around 3 April 2023 and will be based on the NAV per BSVT Share as at 28 February 2023. However, in order for New Shares to be issued under the Third Allotment, a completed Application Form must now be received, and the funds in relation to the Application must have cleared, by 9.00am on 29 March 2023.

Terms used in this announcement have the same meaning as defined in the Prospectus.

Copies of the Prospectus are available until the Offer closes from the Company's website at  www.baronsmeadvcts.co.uk/vctoffer and the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Further information

For further information please contact:

Baronsmead VCT Investor Relations

020 7382 0999

baronsmeadvcts@greshamhouse.com

Notes

This announcement (the "Announcement") is an advertisement for the purposes of the Prospectus Regulation Rules of the UK Financial Conduct Authority ("FCA") and is not a prospectus. This Announcement does not constitute or form part of, and should not be construed as, an offer for sale or subscription of, or solicitation of any offer to subscribe for or to acquire, any ordinary shares in Baronsmead Second Venture Trust plc or Baronsmead Venture Trust plc (together the "Companies") in any jurisdiction, including in or into Australia, Canada, Japan, the Republic of South Africa, the United States or any member state of the EEA (other than any member state of the EEA where the Companies' securities may be lawfully marketed). Investors should not subscribe for or purchase any ordinary shares referred to in this Announcement except on the basis of information in the prospectus (the "Prospectus") in its final form, published on 16 December 2022 by Baronsmead Second Venture Trust plc and Baronsmead Venture Trust plc in connection with the proposed admission of new ordinary shares to the premium segment of the Official List of the FCA and to trading on London Stock Exchange plc's main market for listed securities. A copy of the Prospectus is available for inspection, subject to certain access restrictions, from the Company's registered office, for viewing at the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's website (http://www.baronsmeadvcts.co.uk). Approval of the Prospectus by the FCA should not be understood as an endorsement of the securities that are the subject of the Prospectus. Potential investors are recommended to read the Prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with a decision to invest in the Companies' securities.

The distribution of this Announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This Announcement does not constitute, and may not be construed as, an offer to sell, or the solicitation of an offer to acquire or subscribe for, securities of the Companies in any jurisdiction where such offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on the Companies or Dickson Minto W.S. The offer and sale of securities of the Companies has not been and will not be registered under the applicable securities laws of Australia, Canada, Japan, the Republic of South Africa or the United States. Subject to certain exemptions, the securities of the Companies may not be offered to or sold within Australia, Canada, Japan, the Republic of South Africa, the United States or any member state of the EEA or to any national, resident or citizen of Australia, Canada, Japan, the Republic of South Africa, the United States, or any member state of the EEA.

This Announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This Announcement is not an offer of securities for sale into the United States. The securities of the Companies have not been and will not be registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States or to any national, resident or citizen of the United States. No public offering of securities is being made in the United States. In addition, neither of the Companies have been and neither will be registered under the US Investment Company Act of 1940, as amended.

The information in this Announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this Announcement or its accuracy or completeness.

This Announcement does not constitute a recommendation concerning the Companies or the Offers. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance and prospective investors may not receive any return from the Companies. Before purchasing any securities of the Companies, persons viewing this Announcement should ensure that they fully understand and accept the risks set out in the Prospectus. Information in this Announcement or any of the documents relating to the Companies or the Offers cannot be relied upon as a guide to future performance. Potential investors should consult a professional adviser as to the suitability of the Offers for them.

Dickson Minto W.S, which is authorised and regulated by the FCA, is acting only for the Companies in connection with the matters described in this Announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Dickson Minto W.S. or advice to any other person in relation to the matters contained herein.

Neither Dickson Minto W.S., the Companies, or any of their respective parents or subsidiary undertakings, or the subsidiary undertakings of any such parent undertakings, or any of such person's respective directors, partners, officers, employees, agents, affiliates or advisers or any other person ("their respective affiliates") accepts (save where required by law) any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to this Announcement, including the truth, accuracy or completeness of the information in this Announcement (or whether any information has been omitted from the Announcement) or any other information relating to the Companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this Announcement or its contents or otherwise arising in connection therewith.

 

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