TIDMFTSV 
 
 
   Foresight Solar & Infrastructure VCT plc ("Company") 
 
   Announcement of Posting of Circular and opening of Tender Offer 
 
   The board of the Company ("Board") is pleased to announce the 
publication of a circular to Shareholders containing details of a tender 
offer. 
 
   In the Chairman's Statement which accompanied the Company's report and 
accounts for the period ended 31 March 2019, it was noted that the Board 
would be writing to Shareholders in late 2019 regarding the opportunity 
to participate in a tender offer, similar to that undertaken by the 
Company in 2017 pursuant to which some GBP11 million was returned to 
Shareholders. 
 
   The Company is now seeking Shareholder approval to conduct a tender 
offer to buy back a maximum of 25% of the Ordinary Shares in issue, 
being up to 10,738,453 Ordinary Shares (the "Tender Offer"). The Tender 
Offer will allow the Company to return funds to Ordinary Shareholders 
who now wish to exit from their investment, in full or in part, while 
allowing those Shareholders who wish to continue to hold their Shares to 
do so. The Board feels that the 25% limit is appropriate and should 
allow Shareholders who wish to sell their Shares to do so whilst also 
providing some 'headroom' to accommodate those Shareholders who were 
unable to take part in the previous tender offer but now also wish to 
exit some or all of their investment. 
 
   Following the Share Class Merger, completed in June 2018, the current 
Ordinary Shareholder base is made up of Shareholders who originally 
subscribed for Ordinary Shares as well as those who subscribed for Old C 
Shares and/or Old D Shares, which were subsequently converted to 
Ordinary Shares. It is not expected that those Shareholders who 
subscribed for Old D Shares, pursuant to the offer undertaken in 
2016/17, will wish to participate in the Tender Offer in respect of 
those Old D Shares as they will not have held those shares for the full 
five year period required to crystallise the income tax relief, obtained 
on first subscription. Shareholders who originally subscribed for 
Ordinary Shares or Old C Shares will have passed the five-year holding 
period. 
 
   The Tender Offer is available to all Shareholders on the register at the 
Record Date and is subject to the passing of the Resolution to be 
proposed at the General Meeting to be held at 10:30 a.m. on 27 January 
2020. 
 
   As the number of Ordinary Shares which may be repurchased pursuant to 
the Tender Offer is limited to a maximum of 25% of the Company's issued 
Ordinary Shares, in the event that Tender Forms are returned for a 
greater number of Shares that can be repurchased, applications shall be 
scaled back pro rata to the number of Ordinary Shares tendered. 
 
   The Tender Offer will be undertaken at the Tender Price, which will be 
calculated based on the most recently announced NAV per Ordinary Share 
prior to the Tender Date, adjusted for the estimated costs of the Tender 
Offer. 
 
   Summary Timetable 
 
 
 
 
Latest time and date for receipt of forms of proxy            10.30 a.m. on 23 
 for the General Meeting                                          January 2020 
General Meeting of the Company                                10.30 a.m. on 27 
                                                                  January 2020 
Latest time and date for receipt of Tender Forms and           1.00 p.m. on 14 
 TTE Instructions                                                February 2020 
Tender Offer closes                                            1.00 p.m. on 14 
                                                                 February 2020 
Record Date for Tender Offer                                 Close of business 
                                                                on 14 February 
                                                                          2020 
Announcement of the results of the General Meeting             8.00 a.m. on 17 
 and take up level under the Tender Offer                        February 2020 
Settlement date for the Tender Offer: cheques dispatched,     by 31 March 2020 
 assured payments made through CREST 
CREST accounts credited for revised holdings of Ordinary      by 31 March 2020 
 Shares 
Dispatch of balance share certificates for unsold             by 31 March 2020 
 Ordinary Shares 
 
 
   A copy of the Circular will be shortly available for inspection on both 
the Foresight Group LLP 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 8181 
 
 
 
 

(END) Dow Jones Newswires

December 18, 2019 13:28 ET (18:28 GMT)

Copyright (c) 2019 Dow Jones & Company, Inc.
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