Novation of Investment Services Agreement
Downing ONE VCT plc
13 June 2022
Sale of Downing Ventures business to Foresight Group – Novation of Investment Services Agreement
Downing ONE VCT plc (“Downing ONE” or “the “Company”) announces that its investment adviser, Downing LLP (“Downing”), has agreed to sell its non-Healthcare Ventures business to Foresight Group Holdings Limited (“Foresight”).
The Board has agreed to the novation of the Investment Services Agreement with Downing to Foresight, subject to completion of the sale. The whole of the Downing Ventures team and key support staff are expected to transfer to Foresight pursuant to the sale and Downing will continue to provide administration services, and investment advisory services in respect of non-ventures portfolio investments (mainly AIM-quoted and yield focussed investments) for a transitional period.
Downing and Foresight have agreed to rebate to the Company, on completion of the sale, a sum equivalent to one quarter’s fees for investment advisory services (approximately £550,000).
Downing and Foresight have also agreed to waive their portion of the promoter’s fee for existing Downing ONE shareholders who wish to participate in the Company’s next fundraising offer. There are no other material changes being made to the terms of the Investment Services Agreement.
The Board of Downing ONE believes that the novation of the Investment Services Agreement to Foresight provides the Company with the benefit of the resources of a substantial fund management group, combined with the continuity provided by the Downing Ventures investment executives.
Foresight is listed on the Main Market of the London Stock Exchange and has a current market capitalisation of approximately £390 million and £8.7 billion of funds under management as at 31 March 2022. Foresight currently manages three VCTs with combined net assets of approximately £375 million.
Subject to the completion of the sale to Foresight, the directors of Downing ONE have consented to the novation of the Investment Services Agreement with the Company from Downing to Foresight.
Further details will be provided in the Annual Report of Downing ONE to be published in July.
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