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Published on 7/26/2022 in the Prospect News Liability Management Daily.

Scottish Investment Trust extends deadline, increases solicitation fee

By Mary-Katherine Stinson

Lexington, Ky., July 26 – Scottish Investment Trust plc extended the instruction fee deadline and increased the instruction fee for its consent solicitation for holders of its £82,827,000 outstanding 5.75% secured bonds due 2030 (ISINs: GB0002616471, XS0109354075), according to an announcement.

The instruction fee deadline was extended to 11 a.m. ET on July 26.

The instruction fee was increased to 0.2% of the outstanding principal amount of bonds held by the relevant bondholder to be paid as a consent fee to holders who deliver valid voting instructions by the instruction fee deadline.

The previous deadline was 11 a.m. ET on July 19.

The instruction fee was increased from 0.1%.

As previously reported, the company is soliciting the consents to substitute the issuer with JPMorgan Global Growth & Income plc as the two entities are combining.

A bondholder meeting will be held at 5 a.m. ET on July 29 to potentially approve the substitution.

A special committee of bondholders already convened and the members of the committee have indicated that they intend to vote in favor of the proposals. The members of the committee represent around 38.8% of the outstanding bonds.

If the extraordinary resolution is passed, shareholders will need to approve the transaction at an Aug. 22 meeting.

There will be a second general meeting of Scottish Investment Trust shareholders on Aug. 31 to approve the voluntary winding up of the company, the appointment of liquidators and to implement the transaction.

Payment of the instruction fee is expected for the fifth business day following the passing of the extraordinary resolution.

The meeting needs a quorum.

Questions regarding the proposals or the consent solicitation should be directed to Centrus Financial Advisors Ltd. (+44 20 3846 5676, robert.stjohn@centrusadvisors.com).

Kroll Issuer Services Ltd. is the tabulation agent (+44 20 7704 0880, sitplc@kroll.com, https://deals.is.kroll.com/sitplc).

The investment trust company is based in Edinburgh, Scotland.


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