REG - Riverstone Credit - Redemption of Shares and Dividend Declaration

Riverstone Credit Opportunities IncomeAnnouncement

23/05/2025 07:00

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RNS Number : 8618J  Riverstone Credit Opps. Inc PLC  23 May 2025

 

 

 

23 May 2025

 

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RIVERSTONE CREDIT OPPORTUNITIES INCOME PLC

 ("RCOI" or the "Company")

 

Compulsory Redemption of Shares and Quarterly Dividend Declaration

c.28 per cent of share capital to be redeemed

 

 

The Board is pleased to announce that it intends to return a further
US$16,800,000 to holders of its ordinary shares of US$0.01 each (the "Ordinary
Shares") by way of a second compulsory partial redemption of up to 19,090,909
Ordinary Shares (the "Compulsory Redemption"). The Company currently has
68,157,036 Ordinary Shares in issue (none of which are held in treasury).

 

Following this Compulsory Redemption, the Company will have cumulatively
returned approximately US$39,833,220 to Shareholders since entering into
managed wind-down on 22 May 2024, equal to 41 per cent. of the value of the
Company's NAV at that time.

 

Approximately 28 per cent. of the Company's total issued share capital as at
the date of this announcement will be redeemed pursuant to the Compulsory
Redemption. The Compulsory Redemption will be effected pro rata to each
Shareholder's registered holding of Ordinary Shares as at the close of
business on the Redemption Date, being 27 June 2025 (the "Redemption Date").
 Fractions of Ordinary Shares will not be redeemed and so the number of
Ordinary Shares to be redeemed from each Shareholder will be rounded down to
the nearest whole number of Ordinary Shares.

 

The Compulsory Redemption will be effected at a price per Ordinary Share equal
to US$0.88 per Ordinary Share redeemed (the "Compulsory Redemption Price"),
being equivalent to the 31/03/2025 NAV per Ordinary Share, being the
prevailing NAV per Ordinary Share on the Redemption Date. The Compulsory
Redemption Price has been determined in accordance with the articles of
association (the "Articles") and includes the nominal value of each redeemed
Ordinary Share.

 

On the basis set out above, a holder of 10,000 Ordinary Shares would have
2,801 Ordinary Shares redeemed under the Compulsory Redemption, and would
receive US$2,465 in cash.

 

All of the Ordinary Shares redeemed on the Redemption Date will be cancelled
and accordingly will thereafter be incapable of transfer by Shareholders or
reissue by the Company.

 

The amount to be applied to the Compulsory Redemption of Ordinary Shares
comprises monies arising from the repayment and realisation of the Company's
investments. Following the payment of the proceeds of the Compulsory
Redemption, the Company will hold cash equal to approximately US$2,500,000.

 

In accordance with the Articles, the Company has today dispatched formal
notices of redemption to Shareholders in respect of the Compulsory Redemption.

 

Shareholders should consult their independent professional adviser regarding
the tax implications of the Compulsory Redemption for them.

 

Settlement

 

In the case of Ordinary Shares held in uncertificated form (that is, in
CREST), the Compulsory Redemption will take effect automatically on the
Redemption Date.

 

The existing Shares will be disabled in CREST after close of business on the
Redemption Date and the existing ISIN GB00BS0C7H78 (the "Old ISIN") will be
disabled.

 

The new ISIN GB00BP0R4J21 (the "New ISIN"), in respect of the remaining Shares
which have not been redeemed, will be enabled and available for transactions
from 8.00 a.m. on 30 June 2025. CREST will automatically transform any open
transactions as at the Redemption Date into the New ISIN.

 

In the case of Shares held in certificated form (that is, not in CREST),
redemptions will take effect

automatically on the Redemption Date. Shareholders' existing Share
certificates will be cancelled and new Share certificates will be issued to
each such Shareholder for the balance of their shareholding after the
Redemption Date.

 

Up to and including the Redemption Date, Ordinary Shares will continue to be
traded under the Old ISIN and as such, a purchaser of such Ordinary Shares who
was not on the register on the Redemption Date would have a market claim for a
proportion of the redemption proceeds.

 

All Ordinary Shares that are redeemed will be cancelled with effect from the
relevant Redemption Date. Accordingly, once redeemed, such Ordinary Shares
will be incapable of transfer.

 

Payments of redemption monies are expected to be effected either through CREST
(in the case of Shares held in uncertificated form) or by cheque (in the case
of Shares held in certificated form) within 10 Business Days of the Redemption
Date, or as soon as practicable thereafter. Shareholders will be paid their
redemption proceeds in US dollars.

 

Declaration of quarterly dividend

In conjunction with the Compulsory Redemption, the Directors have declared a
distribution for the quarter ending 31 March 2025 of 0.08 cents per share,
payable on 26 June 2025 to holders of Ordinary Shares on the register at the
close of business on 6 June 2025 (ex-distribution date is 5 June 2025).

Any such dividend payment to Shareholders may take the form of either dividend
income or "qualifying interest income" which may be designated as an interest
distribution for UK tax purposes and therefore subject to the interest
streaming regime applicable to investment trusts. In this case, whole of the
quarterly dividend is treated as qualifying interest income.

The quarterly dividend due on each Ordinary Share will be paid prior to the
Redemption Date(1).

Expected Timetable

 

 Notice of Compulsory Redemption despatched                       23 May 2025
 Payment of Q1 2025 dividend                                      26 June 2025
 Redemption Date (and record date for the Compulsory Redemption)  27 June 2025
 Redemption Ex-date and new ISIN enabled                          30 June 2025
 Redemption payment date (on or around)                           11 July 2025

(1) Shareholders should note that, although the dividend for the quarter
ending 31 March 2025 will be paid before the Redemption Date, in accordance
with the Articles, the Redemption Price remains the prevailing NAV per
Ordinary Share on the Redemption Date (as at 31 March 2025 NAV) and is not
adjusted in respect of the dividend payment.

 

For Riverstone Credit Opportunities Income Plc:

Adam
Weiss
            Tel: +1 212 271 2953

For J.P. Morgan Cazenove (Corporate Broker):

Jérémie Birnbaum (Corporate Finance)           Tel: +44 (0) 20
7742 4000

Media Contacts:

Burson Buchanan

Helen Tarbet
 
Tel: +44 (0) 20 7466 5109

Henry Wilson
 
Tel: +44 (0) 20 7466 5111

Verity
Parker
Tel: +44 (0) 20 7466 5197

Email: rcoi@buchanan.uk.com

For further details, see https://www.riverstonecoi.com/.

 

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