Company Announcements

Annual Voluntary Redemption of Ordinary Shares

Source: RNS
RNS Number : 2757Y
Bellevue Healthcare Trust PLC
30 July 2024
 

BELLEVUE HEALTHCARE TRUST PLC (the "Company")

LEGAL ENTITY IDENTIFIER ('LEI'): 213800HQ3J3H9YF2UI82

30 July 2024

ANNUAL VOLUNTARY REDEMPTION OF ORDINARY SHARES

The Company operates a voluntary redemption facility through which shareholders may request the redemption of all or part of their holding of ordinary redeemable shares of 1p each ("Ordinary Shares") for cash on the last business day in November each year (or such other date as the Directors may determine).

There is no requirement for shareholders to take any action should they wish to retain their Ordinary Shares.

As at close of business on 29 July 2024, the Ordinary Share price was 146p and the net asset value ("NAV") (including current period revenue) was 154.07p per Ordinary Share. Therefore, the Ordinary Shares were trading at a 5.24% discount to their NAV.

Given current market conditions and that the Ordinary Shares continue to trade at a discount to NAV, it seems prudent to assume that there may be material redemptions this year. In view of this, and in order to enable the Company to discharge its obligations under UK financial sanctions legislation, the Company is again proposing changes to the redemption process and timetable this year. The latest date for Redemptions Requests is being brought forward to 11 October 2024, with the record date being 2 September 2024. The Redemption Point is also being brought forward to 5.00 p.m. on 22 November 2024.

This should have no material impact on our long-standing investors. However, the longer gap between the final date for Redemption Requests and the Redemption Point should allow the Company to perform the appropriate checks (including issuing section 793 notices, if required) of shareholders where the Company cannot identify the ultimate beneficial owner (this can particularly be the case for offshore nominee accounts). The Directors will exercise their discretion not to redeem any Ordinary Shares held by any member in default of supplying information requested by the Company within the required timeframe or otherwise in circumstances where such redemption might involve a breach of UK financial sanctions legislation. Save in such circumstances, the Directors are minded to approve all valid Redemption Requests unless there are exceptional reasons why this would be contrary to the interests of shareholders.

A redemption of Ordinary Shares may be subject to income tax and/or capital gains tax.  In particular, private shareholders that sell their shares via the redemption mechanism could find that they are subject to income tax on the gains made on the redeemed shares rather than capital gains tax on the sale of their shares in the market.  However, individual circumstances do vary, therefore shareholders who are in any doubt about the redemption or the action that should be taken should seek independent professional advice.

None of the Directors of the Company will be redeeming any of their shares under the redemption facility.

Shareholders submitting valid requests for the redemption of Ordinary Shares and whose Redemption Requests are accepted by the Directors will have their shares redeemed at the Redemption Price.

The Directors may elect, at their absolute discretion, to calculate the Redemption Price on either of the following bases:

1.    The Redemption Price shall be equal to the Dealing Value per Ordinary Share calculated as at the appropriate Valuation Point on the appropriate Redemption Point; or

2.    The Directors may elect to calculate the Redemption Price by reference to the amount generated upon the realisation of a Redemption Pool created for the purpose of funding the redemption.

The Directors may alternatively arrange for all or any of the Ordinary Shares the subject of valid Redemption Requests to be sold in the market at not less than the Dealing Value per Ordinary Share.

Shareholders wishing to request the redemption of all or any of their certificated Ordinary Shares at the proposed Redemption Point should deliver to the Company's Registrar a duly completed Redemption Request form together with their share certificate or for uncertificated Ordinary Shares a Transfer to Escrow ("TTE") instruction in accordance with the timetable set out below.  

Redemption Request forms are available from the Company's website:

https://www.bellevuehealthcaretrust.com/uk-en/private/investor-relations/legal-documents

or from the Company's Registrar, Link Group (details below).

The relevant dates for the November 2024 Redemption Point are outlined below:

2 September 2024

 

 

 

11 October 2024

Date of record. The date from which shareholders are required to be present on the Company's register to be entitled to submit valid Redemption Requests. 

 

Latest date for receipt of Redemption Requests and certificates for certificated shares.

3.00 pm on 11 October 2024

Latest date and time for TTE instructions for uncertificated shares via CREST.

5.00 pm on 22 November 2024

The Redemption Point.

By 6 December 2024

If the Redemption Price is calculated by reference to the Dealing Value per Ordinary Share, Company to notify the number of shares being redeemed and the Redemption Price, and dispatch redemption monies; or
If the Redemption Price is determined by reference to a Redemption Pool, Company to notify the number of shares being redeemed. Notification of Redemption Price and dispatch of redemption monies to take place as soon as practicable thereafter.

By 20 December 2024

Balance certificates to be sent to shareholders.

Further details of the redemption facility are set out in the Company's Articles of Association, the Share Issuance Programme prospectus issued in November 2018 and are also available from the Company Secretary and the Company website. A Q&A document will also be published on the Company website in due course.                                                                                                                                                           

The Directors of the Company have discretion over the operation of the redemption facility and the calculation of the Redemption Price.

Defined terms in the announcement have the same meaning as set out in the Articles of Association, a copy of which may be obtained from the Company Secretary.

Enquiries:

 J.P. Morgan Cazenove

 William Simmonds, Rupert Budge

 Telephone: +44 (0)20 3493 8000


NSM Funds (UK) Limited

Brian Smith, Ciara McKillop

Telephone: +44 (0)20 3697 5770


Bellevue Asset Management (UK) Ltd.

Mark Ghahramani

Telephone: +44 (0) 203 326 2981

 

If you have any further questions please call Link Group on +44 (0) 371 664 0300. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. The helpline is open between 9.00 am - 5.30 pm, Monday to Friday excluding public holidays in England and Wales.  Please note that Link Group cannot provide any financial, legal or tax advice and calls may be recorded and monitored for security and training purposes.

 

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