Foresight 4 VCT PLC : Publication of Circular and Offer Document


FORESIGHT 4 VCT PLC

PUBLICATION OF CIRCULAR AND OFFER DOCUMENT

Summary

The board of directors ("Board") of Foresight 4 VCT plc (the "Company") is today sending out a circular ("Circular") and offer document ("Offer Document") to shareholders in relation to:

  • enhanced buybacks in respect of the ordinary shares of 1p each in the capital of the Company ("Ordinary Shares") and C ordinary shares of 1p each in the capital of the Company ("C Shares") each being for up to 50% of the issued share capital in each share class ("Enhanced Buyback"); and  

  • a top up offer for a maximum of 3,801,634 Ordinary Shares and 1,869,309 C Shares subject to an aggregate consideration cap of the Sterling equivalent of €5 million ("Top Up Offer").  

The Enhanced Buyback Schemes are subject to shareholder approval being provided at a general meeting and class meetings of both share classes being convened for 29 March 2012 pursuant to the Circular. Both the Enhanced Buyback and Top Up Offer have opened today for application and shareholders, together with new investors in respect of the Top Up Offer, are recommended to act as soon as possible to avoid disappointment as both applications for excess shares under Enhanced Buyback and the Top Up Offer are intended to be on a first come, first served basis.

The Enhanced Buybacks in respect of the different share classes are independent of each other and the Top Up Offer. A shareholder may, therefore, participate in one or both of the Enhanced Buyback (provided he holds shares in the relevant class) without applying under the Top Up Offer. Similarly shareholders or new investors can apply for either or both class(es) of share under the Top Up Offer without participating in the Enhanced Buyback.

Enhanced Buybacks

Enhanced buybacks are arrangements by which, at low cost, shareholders can sell their existing shares back to a VCT and use the proceeds to buy new shares of the same class, on which upfront tax relief is available subject to a shareholder's personal circumstances.

The Enhanced Buyback is structured as an open offer and linked tender offer to all UK shareholders who hold on the register on 16 March 2012. Eligible shareholders may tender some or all of their existing holding in substitution for new shares ("Substitution Shares") subject to aggregates limits of 18,437,927 Ordinary Shares and 9,006,152 C Shares.

The closing date for the Enhanced Buyback is 3 April 2012. Shareholders will be entitled to apply for their new shares to be issued in the 2011/12 and/or 2012/13 tax year to assist with shareholders' tax planning.

Further details on the Enhanced Buyback, including the terms and conditions and tax consequences of participating, are set out in the Offer Document and the Enhanced Buyback application form.

Top Up Offers

The Company is also offering up to 3,801,634 Ordinary Shares and 1,869,309 C Shares to existing shareholders and members of the public pursuant to the Top Up Offer, subject to an aggregate consideration cap of the Sterling equivalent of €5 million.

Applicants can decide to apply for their new shares to be issued in the 2011/12 and/or 2012/13 tax year to assist with investors' tax planning. The Top Up Offer will close on 3 April 2012 for applications requesting allotment in either tax year and on 30 April 2012 for applications requesting allotment in tax year 2012/13 only.

Further details of the Top Up Offer, including the terms and conditions, are set out in the Offer Document and Top Up Offer application form.

Availability of Documents

The Circular has been submitted to the Financial Services Authority and, together with the Offer Document, will shortly be available for inspection both at the National Storage Mechanism, which is located at:

http://www.hemscott.com/nsm.do

and the Company's website:

http://www.foresightgroup.eu/page/88/Foresight-4-VCT.htm

For further information in respect of the proposals, please contact the Company's registrar Computershare Investor Services PLC on 0870 703 6385. Please have your relevant shareholder reference number available, which can be found on the top of a shareholder's personalised Enhanced Buyback application form.

Please note that no investment or tax advice can be given. Shareholders are further advised to consult their independent financial adviser.

Gary Fraser
Foresight Group LLP
01732 471 800