Aurora Investment Trust plc
Issue of Shares in connection with the payment of Fund Manager's Performance fee
The Company announces that it has today issued 60,616 new ordinary shares of 25 pence each (the "New Ordinary Shares") to Phoenix Asset Management Partners Limited, the Company's Fund Manager, in relation to the balance of the performance fee which has become due in respect of the year to 31 December 2019.
The New Ordinary Shares are being issued at the latest prevailing Net Asset Value as at 2 June 2020 of 166.17 pence per New Ordinary Share.
The Investment Management Agreement ("IMA") between the Company and the Fund Manager provides that the Company is to retain 20 per cent. of the value of the performance fee until the performance fee calculation has been reviewed by the Company's auditor as part of the audit of the Company's Annual Financial Results. Once the Annual Financial Results have been published the remaining ordinary shares that the Fund Manager is entitled to in relation to the performance fee are issued at an issue price based on the Company's latest prevailing Net Asset Value. The New Ordinary Shares represent the balance of the performance fee due to the Fund Manager, amounting to £100,725.
The Company previously issued 469,696 new ordinary shares to the Fund Manager on 28 January 2020 at an aggregate issue price of £1,360,824.72, representing 80% of the total performance fee due, and were admitted to trading on 3 February 2020.
An accrual of £171,440 has been retained in the Company's balance sheet in respect of that part of the performance fee related to Phoenix SG in accordance with the claw-back mechanism under the IMA and this will be reviewed by reference to the realised proceeds of sale or the fully realisable value of Phoenix SG as compared to the original cost of acquisition.
The New Ordinary Shares have been issued pursuant to the IMA, details of which were disclosed in the Company's Prospectus dated 3 July 2019 and in the Company's Annual Report for the year to 31 December 2019.
Applications will be made for the New Ordinary Shares to be admitted to the premium segment of the FCA's Official List, and to trading on the London Stock Exchange's Main Market for listed securities ("Admission"). It is expected that Admission will become effective and dealings in the New Ordinary Shares will commence at 8am on 9 June 2020. The New Ordinary Shares will rank pari passu with the ordinary shares already in issue.
The New Ordinary Shares will be subject to a 36-month lock-in following the date of issue. The performance fee will also be subject to a fixed three year clawback period.
Following this issue, the Company's issued share capital consists of 73,418,743 ordinary shares and the total number of shares with voting rights in the Company is 73,418,743.
The above figure 73,418,743 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or of a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules. For the purposes of the FCA's Disclosure Guidance and Transparency Rules the Company's Home Member State is the United Kingdom.
For further details contact:
PraxisIFM Fund Services (UK) Limited
Company Secretary and Administrator
Jenny Thompson and Sugees Mahen
Tel: 020 7653 9685/9698
Chris Clarke, Louis Davies
Tel: 020 3100 2234
3 June 2020
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact firstname.lastname@example.org or visit www.rns.com.