FORESIGHT 4 VCT PLC - Foresight Group
FORESIGHT 4 VCT PLC - Foresight Group
FORESIGHT 4 VCT PLC - Foresight Group
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DEFINITIONS<br />
‘‘Acuity’’ Iona Capital Limited (previously Acuity Capital Management Limited)<br />
‘‘Acuity 3’’ Acuity <strong>VCT</strong> 3 plc<br />
‘‘Acuity 3 Board’’ the board of directors of Acuity 3<br />
‘‘Acuity 3 Circular’’ the circular to Acuity 3 Shareholders dated 22 December 2011<br />
‘‘Acuity 3 First General Meeting’’ the general meeting of Acuity 3 to be held on 26 January 2012<br />
‘‘Acuity 3 Meetings’’ the Acuity 3 First General Meeting and the Acuity 3 Second General<br />
Meeting<br />
‘‘Acuity 3 Second General the general meeting of Acuity 3 to be held on 6 February 2012<br />
Meeting’’<br />
‘‘Acuity 3 Roll-Over Value’’ the value of an Acuity 3 Share calculated in accordance with Part II<br />
of this document<br />
‘‘Acuity 3 Scheme’’ the proposed merger of the Company with Acuity 3 by means of<br />
placing Acuity 3 into members’ voluntary liquidation pursuant to<br />
Section 110 of IA 1986 and the acquisition by the Company of all of<br />
Acuity 3’s assets and liabilities in consideration for New C Shares,<br />
further details of which are set out in Part II of this document<br />
‘‘Acuity 3 Shares’’ ordinary shares of 1p each in the capital of Acuity 3 (and each an<br />
‘‘Acuity 3 Share’’)<br />
‘‘Acuity 3 Shares fund’’ the assets and liabilities attributable to the Acuity 3 Shares<br />
‘‘Acuity 3 Shareholders’’ holders of Acuity 3 Shares (and each an ‘‘Acuity 3 Shareholder’’)<br />
‘‘Acuity 3 Transfer Agreement’’ the agreement between the Company and Acuity 3 (acting through<br />
the Liquidators) for the transfer of all of the assets and liabilities of<br />
Acuity 3 by the Liquidators to the Company pursuant to the Acuity 3<br />
Scheme<br />
‘‘AIM’’ the Alternative Investment Market, a market operated by the London<br />
Stock Exchange<br />
‘‘Articles’’ the articles of association of the Company, as amended from time to<br />
time<br />
‘‘Board’’ the board of directors of the Company<br />
‘‘C Shareholders’’ holders of C Shares<br />
‘‘C Shares’’ C ordinary shares of 1p each in the capital of the Company (ISIN<br />
GB00B7173K99) (and each a ‘‘C Share’’)<br />
‘‘C Shares fund’’ the assets and liabilities attributable to the C Shares<br />
‘‘CA 1985’’ the Companies Act 1985, as amended from time to time<br />
‘‘CA 2006’’ the Companies Act 2006, as amended from time to time<br />
‘‘Calculation Date’’ the date on which the Roll-Over Values and the Company Merger<br />
Value will be calculated, this being after the close of business on<br />
3 February 2012<br />
‘‘Circular’’ the circular to the Company’s Shareholders dated 22 December<br />
2011<br />
‘‘Companies’’ the Company and the Target <strong>VCT</strong>s<br />
‘‘Company’’ <strong>Foresight</strong> 4 <strong>VCT</strong> plc<br />
‘‘Company Merger Value’’ the value of an Ordinary Share calculated in accordance with Part II<br />
of this document<br />
‘‘Computershare’’ Computershare Investors Services <strong>PLC</strong><br />
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