22nd Nov 2017 17:41
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES, AUSTRALIA, CANADA OR THE REPUBLIC OF SOUTH AFRICA
22 November 2017
JUPITER DIVIDEND & GROWTH TRUST PLC
Results of Shareholder Meetings and Results of Rollover Elections
Results of Meetings:
In connection with the proposals for the reconstruction, voluntary winding-up and rollover of Jupiter Dividend & Growth Trust PLC (the 'Company') into Jupiter UK Growth Investment Trust PLC ('Jupiter UK Growth'), the Board is pleased to announce that all Resolutions, which were put forward at each of the Class Meetings and the First General Meeting, have been voted on and passed by Shareholders.
The results of the General Meetings, which incorporate proxy votes lodged in advance of the meeting, are set out in the Appendix.
The full text of the Resolutions can be found in the Notices of Class Meetings and Notice of First General Meeting contained in the Company's Circular dated 19 October 2017 which is available for viewing at the National Storage Mechanism which can be located at http://www.morningstar.co.uk/uk/NSM and on the Company's website, www.jupiteram.com/JDT.
Results of Elections:
Pursuant to the Scheme, the Company received the following Elections (including deemed elections) in connection with the Proposals:
Options | Elections from ZDP Shareholders | Elections from Common Shareholders | Elections from Ordinary Income Shareholders |
Jupiter UK Growth Shares Option | 14,991,786 | 2,174,291 | 72,123,016 |
Cash Option
| 17,127,245 | 5,879,754 | 19,552,317 |
Therefore, the Company's ZDP Shares will be reclassified as follows:
· 14,991,786 ZDP Shares with "A1" rights - being ZDP Shares with the entitlement to receive Jupiter UK Growth Shares.
· 17,127,245 ZDP Shares with "B1" rights - being ZDP Shares with the entitlement to receive the Cash Option.
The Company's Common Shares will be reclassified as follows:
· 2,174,291 Common Shares with "A2" rights - being Common Shares with the entitlement to receive Jupiter UK Growth Shares.
· 5,879,754 Common Shares with "B2" rights - being Common Shares with the entitlement to receive the Cash Option.
The Company's Ordinary Income Shares will be reclassified as follows:
· 72,123,016 Ordinary Income Shares with "A3" rights - being Ordinary Income Shares with the entitlement to receive Jupiter UK Growth Shares.
· 19,552,317 Ordinary Income Shares with "B3" rights - being Ordinary Income Shares with the entitlement to receive the Cash Option.
The amendment to the listing of the Shares has been requested and dealings in the Reclassified Shares are expected to commence at 8:00 a.m. on Wednesday 29 November 2017, and the listing and dealings in Reclassified Shares is subsequently expected to be suspended at 7:30 a.m. on Thursday 30 November 2017.
Defined terms used in this announcement have the meanings given in the Company's Circular dated 19 October 2017 unless the context otherwise requires.
For further information, please contact:
Jupiter Asset Management Limited Richard Pavry
| +44 (0)20 3817 1496 |
Numis Securities Limited Nathan Brown
| +44 (0)20 7260 1426 |
APPENDIX:
ZDP Shareholders' Class Meeting Results
Resolution number | Votes For | % | Votes Against | % | Votes Total | % ISC | Votes Withheld |
1. To approve the special resolutions to be proposed at the First General Meeting and to approve any variation to the special rights attached to their shares resulting from the amendments to the Articles proposed pursuant to the Proposals. | 3,691,137 | 99.73 | 10,026 | 0.27 | 3,701,163 | 11.52 | 28,269 |
Common Shareholders' Class Meeting Results
Resolution number | Votes For | % | Votes Against | % | Votes Total | % ISC | Votes Withheld |
1. To approve the special resolutions to be proposed at the First General Meeting and to approve any variation to the special rights attached to their shares resulting from the amendments to the Articles proposed pursuant to the Proposals. | 4,979,317 | 99.56 | 21,923 | 0.44 | 5,001,240 | 62.10 | 0 |
Ordinary Income Shareholders' Class Meeting Results
Resolution number | Votes For | % | Votes Against | % | Votes Total | % ISC | Votes Withheld |
1. To approve the special resolutions to be proposed at the First General Meeting and to approve any variation to the special rights attached to their shares resulting from the amendments to the Articles proposed pursuant to the Proposals. | 7,512,790 | 94.06 | 474,687 | 5.94 | 7,987,477 | 8.71 | 77,300 |
First General Meeting Results
Resolution number | Votes For | % | Votes Against | % | Votes Total | % ISC | Votes Withheld |
1. To reclassify the ZDP Shares, the Common Shares and the Ordinary Income Shares. | 16,295,537 | 97.02 | 500,092 | 2.98 | 16,795,629 | 12.74 | 116,630 |
2. To authorise the implementation of the Scheme by the liquidators and amend the Articles for the purpose of implementing the Scheme. | 16,304,912 | 97.06 | 494,247 | 2.94 | 16,799,159 | 12.74 | 113,100 |
Related Shares:
Jupiter Dividend & Growth Trust PLC