Circ re Winding-up of Company & Final Interim Dividend
29 Septiembre 2011 - 4:32AM
UK Regulatory
TIDMIPRT
Invesco Perpetual Recovery Trust 2011 plc (the "Company")
Publication of winding-up circular
29 September 2011
The Company has today published a circular (the "Circular") setting out details
of the proposed members' voluntary liquidation of the Company.
The Articles require the Directors to convene a general meeting of the Company
to be held not later than 27 October 2011 at which a resolution must be
proposed requiring the Company to be wound up voluntarily (the "General
Meeting"), unless the Directors are released from that obligation by special
resolution passed not later than 31 July 2011. No such resolution releasing the
Directors from their obligation has been passed.
The Board has investigated potential options for a reconstruction of the
Company to allow Shareholders to elect to roll over their investment into
shares in another investment vehicle in a tax efficient manner as an
alternative to cash. However, no such option has become available principally
due to the costs involved and the uncertain level of take-up. Accordingly, the
Board is proposing a straightforward winding-up whereby, on approval by
Shareholders, the Company will be placed into members' voluntary liquidation
and the surplus assets of the Company, after settlement of all liabilities,
will be distributed to Shareholders in accordance with their respective
entitlements under the Articles.
The Board has taken steps to manage the realisation of the Company's portfolio
in an orderly manner in the period leading up to the winding-up. As at 27
September 2011, the latest practicable date prior to printing of the Circular,
71 per cent. of the Company's portfolio comprised cash or near cash investments
and the Board anticipates that the remainder of the portfolio will have been
realised by the date of the General Meeting when the Company goes into
liquidation, so that distributions to Shareholders will be in cash.
Under the Articles, the Directors are required, prior to the General Meeting,
to declare and pay a Final Interim Dividend to the holders of the Ordinary
Shares of an aggregate amount equal to (as nearly as practicable and after
making such provisions as the Directors shall consider appropriate), and no
greater than, the amount of the Company's retained revenue reserves together
with any undistributed net revenues of the Company arising in the financial
year up to a date not earlier than 7 days prior to the date of the General
Meeting.
Based on their estimation of the Company's likely financial position as at the
close of business on 26 October 2011, the Directors have declared a Final
Interim Dividend of GBP0.57 million, equivalent to 3.55 pence per Ordinary Share.
The Final Interim Dividend will be paid on 25 October 2011 to Ordinary
Shareholders on the register of members at 5.00 p.m. on 7 October 2011.
The Circular contains further details of the proposed winding-up including the
entitlements of Shareholders, and incorporates a notice convening a General
Meeting of Shareholders to be held at 11 a.m. on Thursday 27 October 2011 at 30
Finsbury Square, London EC2A 1AG, at which approval for the members' voluntary
liquidation of the Company will be sought.
Terms used and not defined in this announcement bear the meaning given to them
in the Circular.
Expected Timetable
Final Interim Dividend Record Date 5.00 p.m. 7 October 2011
Date from which it is advised that dealings in 21 October 2011
Ordinary Shares, ZDP Shares and Units should only
be for cash settlement and immediate delivery of
documents of title
Payment of Final Interim Dividend 25 October 2011
Latest time for receipt of Forms of Proxy for the 11.00 a.m. on 25 October 2011
General Meeting
Latest time for delivery to Registrar of 5.00 p.m. on 26 October 2011
documents of title relating to dealings in Shares
and Units subject to cash settlement
Register of members closes and Record Date for 6.00 p.m. on 26 October 2011
participation in the liquidation
Suspension of Ordinary Shares, ZDP Shares and 7.30 a.m. on 27 October 2011
Units from trading on the London Stock Exchange
and suspension of listing of Ordinary Shares and
ZDP Shares on the Official List of the UK Listing
Authority
General Meeting and appointment of Liquidators 11.00 a.m. on 27 October 2011
First and final distribution of Final Captial Week commencing
Entitlement to ZDP Shareholders
31 October 2011
Expected first interim distribution to Ordinary Week commencing
Shareholders
31 October 2011
All times referred to in this announcement are to times in the UK.
A copy of the Circular has been submitted to the National Storage Mechanism and
will shortly be available for inspection at www.hemscott.com/nsm.do
Enquiries:
Invesco Perpetual Recovery Trust 2011 plc: the Company Secretary 020 7065 3555
Invesco Asset Management Limited: Andrew Watkins, Guy Short 020 7065 3555
END
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