Electra Private Equity Investments PLC is a wholly-owned subsidiary of Electra Private Equity PLC ("Electra") that was incorporated in 2009 solely for the purpose of issuing and redeeming Zero Dividend Preference ("ZDP") Shares.
In 2009 the ZDP Share issues raised £46 million of net proceeds. The net proceeds were lent to Electra and these funds continue to be managed in accordance with the investment policy of Electra. This loan is on terms requiring its repayment by Electra at any time up to or immediately prior to the ZDP repayment date.
The ZDP Shares were raised to diversify and lengthen the maturity of Electra's sources of funding. Electra Private Equity Investments PLC's objective is to provide the final capital entitlement of 155.41p per ZDP share to the ZDP Shareholders at the repayment date of 5 August 2016.
Following the ZDP Share issues in 2009, the Company has not issued any further ZDP Shares.
In accordance with the Articles, the Company is required to redeem all of the ZDP Shares at 155.41 pence per share on 5 August 2016 and, if it is unable to do so, the Directors are required to convene a general meeting of the Company to be held as soon as reasonably practicable following 5 August 2016 at which a resolution shall be proposed requiring the Company to be wound up voluntarily. Accordingly, the Directors intend to convene a general meeting of the Company, to be held on Friday, 12 August 2016, at which a special resolution will be proposed requiring the Company to be wound up voluntarily pursuant to the relevant provisions of the Insolvency Act 1986.
Electra Private Equity PLC, the Company’s parent company and the sole Ordinary Shareholder, has agreed to contribute to the Company sufficient funds to enable the full Final Capital Entitlement (of 155.41 pence per ZDP Share) to be paid to relevant ZDP Shareholders. Such contribution will be made by Electra Private Equity PLC repaying the existing inter company loan from the Company and by Electra Private Equity PLC subscribing for new Ordinary Shares.
Full details and the expected timetable are set out in the Circular to Shareholders which can be found here.