Henderson Global Trust plc (HGT) was a closed-ended fund investing in large liquid stocks spread across the globe. As a result of continuing pressures on its share price discount to net asset value, the board decided to propose a reconstruction under s110 of the Insolvency Act 1986.
This required agreeing rollover terms with two other investment vehicles, Henderson International Income Trust plc and The Bankers Trust plc. The negotiations resulted in a structure that offered shareholders the opportunity to roll their investments over into either, or both, of the vehicles, without suffering a tax charge.
FRP was retained as proposed liquidators to advise on the structure of the reconstruction, and subsequently to act as liquidators in implementing the scheme and completing the other necessary elements of a solvent liquidation.
We guided the board and other advisers through the process, ensuring that at every stage, everyone understood what was happening and why.
We had to operate to a strict timetable, as the company was listed on the main market of the London Stock Exchange – so once the circular was issued to shareholders, implementation and effective dates could not be varied.
We successfully implemented the proposed reconstruction scheme, distributing 99.5% of HGT’s net asset value within hours of being appointed. The shareholders received their new investments in either Henderson International Income Trust plc or The Bankers Trust plc immediately, and were then able to choose whether to remain invested or realise their investment for cash as each entity provided highly liquid markets for its shares.
There remains a small number of highly illiquid investments to realise over time, and then distribute to the shareholders as cash.
We distributed 99.5% of HGT’s net asset value within hours of being appointed after implementing our proposed reconstruction scheme.