REG - Jupiter Green InvTst - Results of Second Meeting

Jupiter Green Investment TrustAnnouncement

17/03/2025 18:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250317:nRSQ9992Aa&default-theme=true

RNS Number : 9992A  Jupiter Green Investment Trust Plc  17 March 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN,
INTO OR FROM THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF
COLUMBIA), AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, NEW
ZEALAND OR ANY MEMBER STATE OF THE EEA OR ANY OTHER JURISDICTION IN WHICH THE
SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to
acquire, securities in the United States or in any other jurisdiction in
which the same would be unlawful. Neither this announcement nor any part of it
shall form the basis of, or be relied upon in connection with, or act as an
inducement to enter into, any contract or commitment whatsoever.

 

Jupiter Green Investment Trust plc in members' voluntary liquidation ('the
Company')

Legal Entity Identifier: 549300MFRCR13CT1L845

 

17 March 2025

Results of Second Meeting

 

In connection with the proposals for the winding-up of the Company by way of a
scheme of reconstruction pursuant to Section 110 of the Insolvency Act 1986
(the "Scheme") the Board is pleased to announce the results of the Second
General Meeting.

The Company announces that the special resolution to place the Company into
members' voluntary liquidation was voted on and approved by Shareholders at
the Second General Meeting held earlier today. Accordingly Laura Waters and
Steven Sherry, both of PwC LLP (the "Liquidators"), have been appointed as
joint liquidators of the Company (together the "Joint Liquidators"). Details
of the number of votes cast for, against and withheld in respect of the
resolution, are set out below and will also be published on the Company's
website

 

 

 Special Resolution                                                              Votes For (including Discretionary)  %      Votes Against  %     Votes      % I.S.C.  Votes Withheld

                                                                                                                                                  Total
 To place the Company into members' voluntary liquidation and appoint the Joint  4,249,654                            99.30  30,112         0.70  4,279,766  22.59     -
 Liquidators

 

A 'vote withheld' is not a vote in law and will not be counted in the
calculation of the proportion of the votes for and against the resolution.

Suspension and Cancellation of Shares

The Company's Reclassified Shares were suspended from listing on the Official
List of the Financial Conduct Authority and from trading on the London Stock
Exchange at 7.30 a.m. on 14 March 2025, in anticipation of the Second General
Meeting.

On Friday 14 March 2025, the Company, through its advisers, notified the
Financial Conduct Authority and the London Stock Exchange of the Company's
intention to cancel the Company's admission of the Reclassified Shares to
listing and trading at 8:00 a.m. on 17 March 2025.

Residual Net Asset Value & Entitlements

Further to the passing of the resolutions at the Company's General Meetings
and under the terms of the Scheme, as at the Calculation Date, the Scheme
entitlements calculated in accordance with the terms of the Scheme were as
follows:

·    the Residual Net Asset Value per Share: 247.10pence

·    Ecology Price Per Unit: 601.53 pence

Shareholders who elected, or were deemed to have elected, to rollover into
Ecology Units will receive approximately 0.410886 Ecology Units for every
Share with "A" rights held.

Shareholders that have elected for the Rollover Option will receive 247.16
pence per Share with "A" rights held.

Shareholders that have elected for the Cash Option will receive 247.03 pence
per Share with "B" rights held.

Contract notes for Ecology Units issued under the Scheme are expected to be
dispatched by the Company's registrars in the week commencing 17 March 2025.
Cheques in respect of the Cash Option are expected to be despatched by the
Company's registrars on or as soon as practicable after 28 March 2025.

As noted in the Circular, the Directors have set aside sufficient assets in
the Liquidation Pool to meet all estimated liabilities and contingencies,
including the costs of the winding up of the Company and the costs of
implementing the Scheme. The Directors have also provided in the Liquidation
Pool for a retention of £75,000 which they, together with the Liquidators,
consider sufficient to meet any unknown or unascertained liabilities of the
Company.

 The Liquidation Pool will be applied by the Liquidators in discharging all
current and future actual and contingent liabilities of the Company. Any
balance remaining after discharging such liabilities from the Liquidation Pool
will in due course be distributed to Shareholders pro rata to their respective
holdings of Shares in accordance with the terms of the Scheme.

 

Terms used and not defined in this announcement shall have the meanings given
to them in the Circular.

The Circular is available on the National Storage Mechanism at
 https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)  and on the
Company's website
at https://www.jupiteram.com/uk/en/professional/jupiter-green-investment-trust-plc/
(https://www.jupiteram.com/uk/en/professional/jupiter-green-investment-trust-plc/)
.

Following the appointment of the Joint Liquidators, all further enquiries
regarding the Company should be made to the Joint Liquidators, whose contact
details are below.

 

 

For further information, please contact:

 Joint Liquidators   Laura Waters   uk_mercuryenquiries@pwc.com

                    Steven Sherry

Laura May Waters and Steven Sherry have been appointed as Joint Liquidators of
the Company to manage its affairs, business and property as its agents and
without personal liability.  Both are licensed in the United Kingdom to act
as insolvency practitioners by the Institute of Chartered Accountants in
England and Wales. The Joint Liquidators are bound by the Insolvency Code of
Ethics which can be found at:
https://www.gov.uk/government/publications/insolvency-practitioner-code-of-ethics
(https://www.gov.uk/government/publications/insolvency-practitioner-code-of-ethics)

The Joint Liquidators are controllers of personal data as defined by the Data
Protection Act 2018. PricewaterhouseCoopers LLP will act as processor on their
instructions. Personal data will be kept secure and processed only for matters
relating to the Members' Voluntary Liquidation.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  UPDQDLFFEXLXBBE