Better Capital Limited : Result of EGM

RNS Number : 3802V

Better Capital Limited

11 January 2012

Better Capital Limited (the "Company")

Result of Extraordinary General Meeting

Result of Firm Placing and Placing and Open Offer

On 19 December 2011, the Company announced details of a proposed Firm Placing and Placing and Open Offer of 2012 Shares in Better Capital 2012 Cell and conversion to a protected cell company.

Result of Extraordinary General Meeting

The Company is pleased to announce that at the Extraordinary General Meeting held earlier today, all of the Resolutions relating to the Conversion and Firm Placing and Open Offer were duly passed without amendment.

Proxy votes (including votes withheld) were validly cast for a total of 181,608,855 Existing Shares of the Company, representing 87.83 per cent. of the total number of votes (206,780,952 Existing Shares) capable of being cast at the EGM. A summary of the proxy votes received by the Company prior to the EGM were as follows:

Resolution	For		Against		Withheld
	Number	%	Number	%	Number
1	181,608,855	100.00	0	0.00	0
2	181,608,855	100.00	0	0.00	0
3	181,608,855	100.00	0	0.00	0
4	181,608,855	100.00	0	0.00	0
5	181,608,855	100.00	0	0.00	0
6*	156,108,179	100.00	0	0.00	25,500,676

* Jon Moulton who holds 19,523,809 Existing Shares (approximately 9.4 per cent.) has not, and has undertaken all reasonable steps to ensure his associates have not, voted on this resolution.

The full text of the Resolutions and the notice convening the Extraordinary General Meeting is set out in the prospectus published by the Company on 19 December 2011 and may be obtained from the Company's website at www.bettercapital.gg and the National Storage Mechanism at www.Hemscott.com/nsm.do.

Result of Firm Placing and Placing and Open Offer

On 19 December 2011, the Company announced its intention to raise gross proceeds of up to £200 million by way of a Firm Placing and Placing and Open Offer of up to approximately 200 million 2012 Shares in Better Capital 2012 Cell at 100 pence per 2012 Share with 158,244,920 2012 Shares through the Firm Placing and up to 41,356,190 2012 Shares through the Placing and Open Offer.

The Open Offer has now closed in accordance with its terms and the Company announces that it has received valid acceptances under the Open Offer in respect of 6,516,975 Open Offer Shares from Qualifying Shareholders, representing a take-up of approximately 15.76 per cent. of the Open Offer Shares. All applications for additional Open Offer Shares under the Excess Application Facility were accepted.

Of the remaining 34,839,215 Open Offer Shares, representing 84.24 per cent. of the Open Offer Shares, 5,100,000 have been allocated to certain institutional shareholders and other investors with whom they had been conditionally placed by Numis Securities.

11,616,975 2012 Shares will therefore be issued under the Placing and Open Offer. In addition, 158,244,920 2012 Shares will be issued through the Firm Placing.

A total of 169,861,895 2012 Shares will therefore be issued under the Firm Placing and Placing and Open Offer raising gross proceeds of £169,861,895 (estimated £165,986,000 net of expenses). It is expected that the net proceeds will be transferred to Better Capital Fund II within five days of Admission. Following Admission the Better Capital 2012 Cell will consist of 169,861,895 2012 Shares with an estimated Net Asset Value per 2012 Share (unaudited) of 97.7 pence.

The Firm Placing and Placing and Open Offer remains conditional upon the Placing Agreement becoming unconditional in all respects and Admission. It is expected that Admission will become effective, and dealings in the 2012 Shares will commence on the main market of the London Stock Exchange at 8.00 a.m. on 13 January 2012. The 2012 Shareswill trade separately from the 2009 Shares, under the ISIN (GG00B4N1RV71) and will have a TIDM of BC12.

2012 Shares in uncertificated form are expected to be credited to CREST accounts as soon as possible after 8.00 a.m. on 13 January 2012, and definitive share certificates for the 2012 Shares in certificated form are expected to be dispatched within seven days of Admission.

Defined terms used in this announcement shall (unless the context otherwise requires) have the same meanings set out in the Company's prospectus dated 19 December 2011.

Enquiries

Better Capital Limited                                                                             [phone]

Mark Huntley (Director)

Laurence McNairn (Administrator and Company Secretary)

Better Capital LLP                                                                                  [phone]

Consultant to the General Partner

Jon Moulton (Chairman)

Mark Aldridge (CEO)

Numis Securities Limited                                                                        [phone]

Sponsor, Broker, Financial Adviser and Global Co-ordinator

Nathan Brown, Oliver Hardy

Powerscourt                                                                                          [phone]

PR Adviser to Better Capital Limited

Jon Earl

Notes to Editors:

Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as sponsor, broker, financial adviser and global co-ordinator exclusively to the Company and for no one else in connection with the Admission and Firm Placing and Placing and Open Offer and Conversion and will not be responsible to anyone other than the Company for providing the protections afforded to its customers or for providing advice in relation to the Admission and Firm Placing and Placing and Open Offer and Conversion or any other arrangements referred to herein.

This announcement has been issued by, and is the sole responsibility of, Better Capital Limited. Apart from the responsibilities and liabilities, if any, which may be imposed by the FSMA, neither Numis nor any of its affiliates, parent undertakings, subsidiary undertakings or subsidiaries of its parent undertakings or any of its respective directors, officers, employees or advisers or any other person accepts any responsibility whatsoever and makes no representation or warranty, express or implied, for or in respect of the contents of this announcement or as to the accuracy or completeness or fairness of the information or opinions contained in this announcement and, without prejudice to the generality of the foregoing, no responsibility or liability is accepted by any of them for any such information or opinions or for any errors or omissions.

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