Dividend and AGM Update

HgCapital Trust plc

Update by the Board of HgCapital Trust plc (HGT) to Shareholders on dividend and the Annual General Meeting

16 April 2020

Declaration of a Second Interim Dividend

and consequential withdrawal of resolution to approve a final dividend

In light of the current economic uncertainty and restrictions in movement caused by COVID-19, HgCapital Trust Plc ("HGT"), today announces that the Board has declared a Second Interim Dividend of 3.0 pence per share in place of the final dividend of 3.0 pence per share announced with the annual results. As a consequence, the Board has withdrawn resolution four, as set out in the 2020 Notice of Annual General Meeting, which sought shareholder approval to pay a final dividend of 3.0 pence per share to shareholders on 15 May 2020.

The Board fully recognises the importance of cash dividends to all of our ordinary shareholders, especially in these times of global unprecedented challenge and while it is too early to accurately quantify the impact of the crisis on the portfolio's performance in 2020, the Board has decided to maintain total dividends paid in respect of 2019 by paying a second interim dividend instead of a final dividend as previously announced. The amount and the timetable of the second interim dividend will remain the same as previously announced in respect of the proposed final dividend. It  will be paid to shareholders on 15 May 2020 (the payment date). This decision means that notwithstanding any potential challenges with holding an Annual General Meeting of the shareholders, HGT will be able to pay a dividend to our shareholders, in line with the timetable announced on 9 March 2020 with our annual financial results.

The Company has provided an update on the potential effects of COVID-19 on HGT on 24 March and  is planning to release its Q1 valuation on 11 May 2020.

Annual General Meeting 2020 ("AGM") - Change of Arrangements

The Company published its Notice of Annual General Meeting 2020 ("AGM Notice") on 9 March 2020 in respect of its Annual General Meeting to be held on Tuesday 12 May 2020 at 11.00am. In response to the current COVID-19 crisis, the UK Government has since then established stay at home measures prohibiting, amongst other things, public gatherings of more than two people. The Board has therefore decided to adjourn the Meeting to the offices of its legal advisors, Dickson Minto, at 17 Charlotte Square, Edinburgh, EH2 4DF. The time and date of the AGM remain 11:00am on 12 May 2020, however, in light of the stay at home measures, shareholders will not be able to attend in person and those attempting to attend the AGM will be refused entry. We hope that you understand that we are taking these steps to protect our shareholders, employees and the Board.

We will make arrangements such that the legal requirements to hold the meeting can be satisfied through the attendance of a Company Director who is a shareholder and another shareholder or a nominated proxy. The Meeting will end immediately following the formal business required and there will be no corporate presentation or shareholder questions and answers.

The outcome of the resolutions will as usual be determined by shareholder vote based on the proxy votes we receive. Shareholders are strongly encouraged to vote by proxy on the resolutions contained in the AGM Notice, except for resolution four, which has been withdrawn. Given the restrictions on attendance, shareholders are encouraged to appoint the "Chairman of the Meeting" as their proxy rather than any other person who will not be permitted to attend the meeting. If any shareholders have already submitted a Proxy Form appointing someone other than the "Chairman of the Meeting", they are encouraged to contact our registrar, Computershare, as soon as possible on 0370 707 1037 (in the UK) to change their proxy appointment to the "Chairman of the Meeting".

Shareholders may appoint a proxy by completing and returning the Proxy Form that was sent with the AGM Notice. Alternatively, a proxy may be appointed electronically via www.investorcentre.co.uk/eproxy, www.investorcentre.co.uk or, if shares are held in CREST, via the CREST system. To ensure votes are counted at the AGM, proxy appointments must reach Computershare by 11.00am on Thursday 7 May 2020.

Should a shareholder have a question that they would have raised at the AGM, we ask that they send it by email to [email protected]. 

For further details:

Hg

Laura Dixon                                                                           +44 (0)20 8078 9139, or [email protected]

Brunswick

Alice Gibb and Sam Chiene                                                +44 (0)207 404 5959

About HgCapital Trust plc

HgCapital Trust plc, whose shares are listed on the London Stock Exchange (ticker: HGT.L), gives investors exposure through a liquid vehicle to a portfolio of high-growth private companies in the software and services sector. The selection of new investments and creation of value in these businesses are managed by Hg, an experienced and well-resourced private equity firm with a long-term track record of delivering superior risk-adjusted returns for its investors. For further details, please see www.hgcapitaltrust.com.

The contents of the Hg and HgCapital Trust's websites are not incorporated into, and do not form part of, this announcement.