REG-Foresight VCT PLC : Publication of Prospectus <Origin Href="QuoteRef">FTV.L</Origin>

Foresight VCTAnnouncement

18/01/2016 15:40

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 18 January 2016 
 
 Foresight VCT PLC ("Company") 
 Publication of Prospectus 


 Publication of a Prospectus relating to an Offer for Subscription to raise in
aggregate up to £30,000,000 by issues of Ordinary Shares ("Offer") 
 
 Summary 

 The board of the Company ("Board") is pleased to announce the publication of
a Prospectus relating to the Offer to raise up to £30 million*.
 Shareholders will shortly receive a copy of a securities note (which,
together with a summary and registration document dated 18 January 2016, form
the "Prospectus"). 
 
 Background and reasons for the offer 
 
 The Board launched a prospectus offer on 31 October 2014 which was well
received by both new and existing investors, raising over £19.3 million out
of a £20 million target when it closed early on 8 June 2015 due to the
announcement of merger discussions with Foresight 2 VCT plc. Following a
number of new and follow on investments and the payment of a £2.9 million
dividend to the Company's Ordinary shareholders in March 2015, the Board
wishes to ensure that the Company is in a position to pursue its current
programme of investment in the medium term. 
 
 In the last twelve months the Company's Ordinary Share fund has invested in
seven new unquoted companies, investing over £14 million across a broad range
of sectors including business services, industrials, healthcare, software and
ecommerce. 
 
 It is the Board's view that this further Offer, as set out in the Prospectus,
can build on recent successfully completed investments by raising further
funds in what is a gradually improving UK economy, notwithstanding wider
macroeconomic turbulence. 
 
 Following the recent merger with Foresight 2 VCT plc, the Company's Ordinary
Shares fund now comprises over £77 million of assets, with investments in 27
UK headquartered unquoted companies valued at over £58 million and with over
£17 million of cash. Originally a technology focused fund, the Ordinary
Shares portfolio has been progressively reshaped and today it is a
diversified, generalist fund.  
 
 Over time the investment focus of the Ordinary Shares fund has evolved in
anticipation of how investment returns may best be maintained for the benefit
of Ordinary Shareholders. For several years the Ordinary Shares fund has
focused its available funds on private equity investments across a broad range
of sectors. This has resulted in a steady rate of new investments into
businesses with demonstrable potential for both revenue and sustainable profit
growth. 
 
 Recent changes to the VCT rules include limiting the age of potential
investee companies and prohibiting replacement capital transactions.
Notwithstanding these changes, the Company's manager has informed the Board
that it is confident, having been completing growth capital transactions for
over 30 years, that the Company can maintain its investment activity based on
the attractive growth capital investments which the Manager continues to be
offered. 
 
 Dividend 
 
 The Board is pleased to announce an interim dividend of 7.0p per Ordinary
Share to be paid on 1 April 2016. This dividend will have a record date of 18
March 2016 and an ex-dividend date of 17 March 2016. 
 This dividend represents an increase of 16.7% over the dividend paid in 2015,
a net yield of 8.0% based on the last published NAV of 88.0p per Ordinary
Share. This dividend (which has been declared but not yet paid) will bring the
total amount paid in dividends over the five-year period 2012-2016 (inclusive)
to 35.5p per Ordinary Share, an average of over 7.0p per year. The Board is
pleased that the Company has maintained its annual dividend payments at or
above its target of 5.0p per Ordinary Share during that period and the Board
will continue to pursue this out-performance in the future. 
 
 Investment opportunity 

 The Company's manager continues to experience a strong deal flow of high
quality private equity investment opportunities. Within the portfolio, both
recent investments such as Protean Software and Accessory Bits, and more
mature investments such as Aquasium Technology and Autologic Diagnostics, are
generating good profits and are considered by the Directors and the Manager as
having significant growth opportunities ahead of them. 
 
 Funds raised under the Offer will also increase the Company's net assets
overall and allow the Company's administrative costs to be spread across a
wider asset base, so that the administrative costs of the Company per Share
can be reduced. 
 
 Pursuant to a sponsor and promoter agreement dated 18 January 2016 relating
to the Offer between, among others, the Company and Foresight Group LLP the
("Promoter"), Promoter will receive a fee of an amount up to a maximum of 5.5%
of the amount subscribed under the Offer by Investors who apply through a
financial intermediary, where permissible, (subject to a maximum aggregate
payment of £1.65 million, unless the Offer is increased) for acting as
promoter of the Offer.   
 
 As the Promoter is a related party of the Company under the Listing Rules,
the payment of the fee by the Company to the Promoter is a transaction to
which Listing Rule 11.1.10R applies. 
 
 Further Information 
 
 The Offer is now open and will close at noon on 5 April 2016 for the
2015/2016 tax year and 31 August 2016 for the 2016/2017 tax year or earlier if
the Offer is fully subscribed or otherwise at the Board's discretion. 
 
 *The Board may increase the size of the Offer by a further £10,000,000 at
its discretion. 
 
 Full details of the Offer will be set out in the Registration Document,
Summary and Securities Note which together comprise a Prospectus in accordance
with the Prospectus Rules made under Section 84 of FSMA, and which is
published as at today's date.  A circular will be published and posted to
Shareholders in due course detailing the resolutions to be approved by
Shareholders, required to implement the Offer. The Offer is conditional on the
passing of certain of the Resolutions to be proposed at a general meeting to
be held in the first quarter of 2016. 
 
 All documents comprising the Prospectus will also available from the offices
of the Promoter, The Shard, 32 London Bridge Street, London SE1 9SG and the
following website: http://www.foresightgroup.eu . 
 
 A copy of the Prospectus has also been submitted to the Financial Conduct
Authority and will be shortly available for inspection on both the Promoter's
website (www.foresightgroup.eu) as well as at the National Storage Mechanism (
www.morningstar.co.uk/uk/nsm ). 
 
 For further information, please contact: 
 Gary Fraser 
 Foresight Group LLP 
 Telephone: 020 3667 8100 
 

 This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf
of NASDAQ OMX 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: Foresight VCT PLC via Globenewswire 
 HUG#1979692