|Sociedade :||Invesco||Compartimento :||Outro|
|ISIN :||GB0001282697||Difusor :||PR Newswire|
|Tipo de documento :||Operaçoes / Prospectuses|
|Data de publicação :||10/5/2009 12:20:00 PM|
Publication of Prospectus
City Merchants High Yield Trust plc HEADLINE: Publication of Prospectus City Merchants High Yield Trust plc (the `Company') announces that it has today published a prospectus in connection with the proposed scheme of reconstruction of Invesco Perpetual European Absolute Return Trust plc (the `Scheme'), placing and offer for subscription (the `Placing' and `Offer') that was announced on 15 September 2009. The Scheme The Directors of Invesco Perpetual European Absolute Return Trust plc (`IPEART'), an investment trust managed by Invesco Asset Management Limited (`Invesco'), have today put forward proposals for a scheme of reconstruction of IPEART under section 110 of the Insolvency Act 1986. The Scheme will involve the winding up of IPEART and will, if implemented, as one option offer New Shares in the Company as successor investments to IPEART Shareholders. The Company intends to enter into an agreement with the Liquidators of IPEART under which the Company will acquire part of the undertaking and assets of IPEART, expected to comprise securities, selected by Invesco as being appropriate to the Company's investment objective and policies, and cash from the Liquidators in exchange for the issue of New Shares to IPEART Shareholders who have made elections to receive New Shares under the Scheme. The aggregate value of such undertaking and assets to be acquired by the Company will not be known until the Calculation Date. It is proposed that IPEART Shareholders who elect to receive New Shares will receive the number of whole New Shares that could have been purchased with the value of their capital entitlements under the Scheme. Both the Issue Price and the capital entitlements of IPEART Shareholders will be calculated on the Calculation Date. The Issue was approved by Shareholders at the EGM held on 1 October 2009. The Scheme is conditional upon IPEART Shareholders approving the Scheme at shareholder meetings convened for 22 October 2009 and 30 October 2009. If the conditions to the Scheme are met, it is expected that the Scheme will become effective on 30 October 2009 and that Admission of the New Shares will become effective and dealings in the New Shares will commence on 2 November 2009. The Issue The Directors believe that, in addition to the proposed participation in the reconstruction of IPEART, there may be further demand for the Company's shares. Accordingly, in addition to the issue of New Shares in connection with the Scheme, the Company is seeking to issue further New Shares through the Placing and the Offer. The Company intends to make New Shares up to an aggregate value of £40 million available for issue in connection with the Scheme, the Placing and the Offer at the Issue Price. Elections under the Scheme will be satisfied in priority to applications under the Placing and the Offer. Applications made by Qualifying Shareholders on Priority Application Forms will be given priority to other applications made under the Placing and the Offer. Neither the Placing nor the Offer is conditional on approval of the Scheme by IPEART Shareholders. The result of the Issue will be announced immediately prior to Admission through a Regulatory Information Service. Issue Price The Issue Price is expected to be announced through a Regulatory Information Service on 30 October 2009 and will be calculated by applying a premium of two per cent. to the Net Asset Value per Share calculated as at the close of business on the Calculation Date (rounded up to the nearest tenth of one penny). If, however, the calculation of the Issue Price were to result in it being less than 90 per cent. of the closing middle market price of a Share on the Calculation Date, the Issue Price would instead be 90 per cent. of that closing middle market price. Costs of the Issue The costs of the Issue (including preparation of the Prospectus and the circular dated 15 September 2009, advisers' fees and printing and other ancillary costs) will be borne by the Company and are expected to be approximately £700,000 (on the basis that the Issue is subscribed in full). The Issue is not expected to be dilutive to the NAV per Share after taking into account the costs of the Issue. Dividends The Company seeks to provide a high level of dividend income relative to prevailing interest rates. The Company paid dividends of 12 pence per Share in respect of each of the three financial years ended 31 December 2008. In the current financial year the Company has paid a first interim dividend of 3 pence per Share and a second interim dividend of 3 pence per Share. Subject to unforeseen circumstances, it is the Board's aim to maintain a dividend of 12 pence per Share for the current financial year. To achieve this, the Directors intend to declare a third interim dividend of 3 pence per Share, which will be payable, on 27 November 2009, to Shareholders on the Register at the close of business on 23 October 2009. It is also intended that the normal fourth interim dividend be split such that a fourth interim dividend of 1 penny per Share be payable to Shareholders on the Register at the close of business on 23 October 2009 and a fifth interim dividend of 2 pence per Share be payable to Shareholders on the Register at the close of business on 29 January 2010. Both the fourth and fifth interim dividends would be paid on 26 February 2010, in accordance with the Company's historic dividend timetable. The purpose of splitting the fourth interim dividend in this fashion is to ensure, so far as possible, that income earned up to the Calculation Date is distributed to existing Shareholders. This is an estimate of dividends only and is not intended to be, and should not be taken as, a forecast of profits or dividends. The Company's ability to pay dividends is currently enhanced by brought-forward surplus management expenses, which eliminate its liability to corporation tax. Depending on the extent of the Issue, the use of surplus management expenses to offset the tax liability would be accelerated. The Issue would also result in the Company's revenue reserves becoming available to the enlarged issued share capital. Expected timetable Offer opens 6 October 2009 Admission and dealings in the New 8.00 a.m on 2 November 2009 Shares commence Crest accounts credited with New Shares 2 November 2009 issued in uncertificated form Definitive certificates despatched in week commencing 9 November 2009 respect of New Shares issued in certificated form All times and dates in the expected timetable may be adjusted by the Company. Any changes to the timetable will be notified by publication of a notice through a Regulatory Information Service. Capitalised terms which are not defined in this announcement are defined in the Prospectus. A copy of the Prospectus has been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at The Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS. Enquiries Clive Nicholson, Chairman: 020 7065 4647 Guy Short, Invesco Asset Management Limited: 020 7065 3555 Robert Peel / Katie Standley, Winterflood Investment Trusts: 020 3100 0291/0297 Invesco Asset Management Limited 5 October 2009 END The content and accuracy of news releases published on this site and/or distributed by PR Newswire or its partners are the sole responsibility of the originating company or organisation. Whilst every effort is made to ensure the accuracy of our services, such releases are not actively monitored or reviewed by PR Newswire or its partners and under no circumstances shall PR Newswire or its partners be liable for any loss or damage resulting from the use of such information. All information should be checked prior to publication.