Sponsor Service – Prospectus and Circular for up to £40 million secondary fundraise for Downing ONE VCT
In September 2019, Downing ONE issued a prospectus relating to an offer for subscription for new ordinary in readiness for the peak VCT season, ahead of the 5 April 2020 tax year end with the aim to raise approximately £15 million in total.
Additionally, Downing ONE published a circular convening a shareholders’ meeting to:
- Consider resolutions to approve the Offer
- Seek shareholders’ approval of a number of related party transactions (“RPTs”) with Downing ONE’s Investment Manager, Downing LLP.
The RPTs included implementation of a performance incentive agreement, and changes to the governing investment management agreement requiring the appointment of a Sponsor under the FCA’s Listing Rules to provide financial advice to the Downing ONE Board. SPARK was appointed to fulfil this role.
- Generous tax reliefs for qualifying investors
- Strong investment adviser in Downing LLP
- Lower running costs
- Greater diversification
- Portfolio diversification
The Company sought to raise up to £40m to invest predominantly in unquoted VCT Qualifying Companies, in line with the Company’s investment policy.
- Partners Neil Baldwin and Mark Brady have strong track records in acting as Sponsor to VCTs
- Acted for a number of different VCT managers on IPOs and top up offers
- Previously worked successfully with Downing VCTs