30th Mar 2015 07:00
30 March 2015
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR TO ANY NATIONAL, RESIDENT OR CITIZEN OF THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM)
This announcement is an advertisement and does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in a prospectus to be published by Miton UK MicroCap Trust plc in due course (the "Prospectus") and not in reliance on this announcement. When made generally available, copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company. This announcement does not constitute and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, or a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement or referred to in other written or oral form is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.
Miton UK MicroCap Trust plc
Announcement of intention to raise £100 million and to apply for admission to the Premium Segment of the Official List of the UK Listing Authority and to trading on the Main Market of the London Stock Exchange
Miton Trust Managers Limited (the "Investment Manager" or "Miton") today announces its intention to launch Miton UK MicroCap Trust plc (the "Company"). The Company will target an issue of £100 million by means of a placing, offer for subscription and intermediaries offer of ordinary shares (the "Issue").
The Company will invest in a diversified portfolio of UK microcap companies, typically comprising companies with a market capitalisation of less than £150 million at the time of purchase. The Company will not target a specific number of holdings but the Investment Manager expects that the number of positions will typically be over 120 when fully invested (although there is no guarantee that it will always be the case). The Company's investment objective and investment policy are summarised below.
The Company will seek admission of its ordinary shares to the premium segment of the official list of the UK Listing Authority and to trading on the main market of the London Stock Exchange ("Admission"). The Company will be structured as a closed-ended investment company incorporated in England & Wales with an indefinite life and registered as an investment company under Section 833 of the Companies Act 2006. The Company intends to carry on business as an investment trust within the meaning of Chapter 4 of Part 24 of the Corporation Tax Act 2010.
Highlights
· UK microcap equities have been out of favour in recent decades - The Investment Manager believes that, since the mid-1980s, investors have been allocating more equity investment to larger listed companies
· Microcap companies potentially offer greater growth prospects over the longer term and in times of extended weak economic growth - The Investment Manager believes that the ability of microcap companies, relative to larger companies, to grow their earnings and share prices is a key feature amongst their attractions
· Capturing the illiquidity premium - The Company will utilise a closed-ended structure to enable it to maintain a long-term view and to capture the illiquidity premium from the returns of microcap companies
· Significant microcap investment universe rewarding active managers - The investment manager believes that the universe of UK microcap companies is large by number, with many being under-researched
· A genuinely microcap trust investing in the smallest quoted stocks in the UK market would be complementary to many existing smaller company funds or investment trusts - Where the focus of investment tends to be on larger smaller companies, with relatively low exposure to truly small, microcap companies
Investment Manager
The Company's assets will be managed by Miton Trust Managers Limited. The Investment Manager is a subsidiary company of Miton Group plc, the AIM-quoted asset management firm.
As at 31 December 2014, the Investment Manager's group had total funds under management of approximately £2.1 billion.
The Company's portfolio will be managed by Gervais Williams and Martin Turner. Gervais Williams, the Managing Director of Miton Group plc, is also the fund manager of CF Miton UK Multi Cap Income Fund, CF Miton UK Smaller Companies Fund, The Investment Company plc and The Diverse Income Trust plc. He is a co-fund manager of the Miton Income Fund. Martin Turner is the fund manager of CF Miton Multi Cap Income Fund, CF Miton UK Smaller Companies Fund, The Investment Company plc and The Diverse Income Trust plc. In addition to Gervais and Martin, Miton has a team of 8 other investment professionals.
Investment objective
The investment objective of the Company is to provide its shareholders with capital growth over the long term.
Investment policy
The Company intends to invest primarily in the smallest quoted or traded companies, measured by their market capitalisation, listed on any of the markets of the London Stock Exchange at the time of investment. It is likely that the majority of the microcap companies held in the Company's portfolio will be quoted on AIM and will typically have a market capitalisation of less than £150 million at the time of investment.
The Company's full investment policy will be included in its Prospectus, expected to be published in early April 2015.
Commenting on the new trust, Miton fund manager, Gervais Williams, said:
"In a period of extended weak economic growth, it is microcap companies that often have the greatest growth prospects. Our opportunity, as we see it, is not just about the historical outperformance of this wide opportunity set of businesses, but also related to the scope for a genuinely active approach to add extra return on top.The new Miton UK MicroCap Trust is a very different investment proposition to others, hopefully offering further diversity to investors' portfolios in a way that's complementary to many other funds and trusts."
Expected timetable
Publication of the Prospectus | Early April 2015 |
Publication of the results of the Issue | Late April 2015 |
Admission of and dealings in ordinary shares | Late April 2015 |
Peel Hunt LLP is acting as sole sponsor, broker, placing agent and intermediaries offer adviser to the Company.
For further information please contact:
Miton Trust Managers Limited Gervais Williams Martin Turner David Barron Telephone: 020 3714 1500
Peel Hunt LLPLuke Simpson (Corporate Broking) Mark Thompson (Sales) Kathy Boate (Intermediaries)Telephone: 020 7418 8900
Broadgate Mainland - Financial PR Roland Cross (07831 401309) Anouchka Burton (07769 145124) |
|
About Miton Trust Managers Limited
Miton Trust Managers Limited is authorised and regulated by the Financial Conduct Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS. It is registered in England under No 04569694 and its registered office is at 51 Moorgate, London EC2R 6BH.
Disclaimer
The content of this announcement has been prepared and approved by, and is the sole responsibility of, Miton Trust Managers Limited (the "Investment Manager") solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 (as amended).
This announcement is an advertisement and does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in the Prospectus to be published by Miton UK MicroCap Trust plc in due course and not in reliance on this announcement. When made generally available, copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company. This announcement does not constitute and may not be construed as, an offer to sell or an invitation to purchase, investments of any description, a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement or referred to in other written or oral form is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.
The information contained in this announcement is given at the date of its publication (unless otherwise marked) and is subject to updating, revision and amendment when the Prospectus is published.
Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated by the Financial Conduct Authority, is acting only for the Company in connection with the matters described in this announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Peel Hunt or advice to any other person in relation to the matters contained herein.
The shares of the Company will be offered only outside of the United States, pursuant to the provisions of Regulation S of the U.S. Securities Act of 1933, as amended (the "Securities Act"). These shares will not be registered under the Securities Act, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. Moreover, the shares of the Company have not been, nor will they be, registered under the applicable securities laws of Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom). Further, the Company will not be registered under the US Investment Company Act of 1940, as amended. Subject to certain exceptions, the shares of the Company may not be offered or sold in the United States, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom) or to, or for the account or benefit of, any national, resident or citizen of the United States, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than the United Kingdom). The Issue, and the distribution of this announcement, in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.
This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, strategy, plans, proposed acquisitions and objectives, are forward-looking statements.
Forward-looking statements are subject to risks and uncertainties and, accordingly, the Company's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the Prospectus. These forward-looking statements speak only as at the date of this announcement and cannot be relied upon as a guide to future performance. The Company, the Investment Manager and Peel Hunt expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Prospectus Rules of the Financial Conduct Authority or other applicable laws, regulations or rules.
None of the Company, the Investment Manager or Peel Hunt, or any of their respective affiliates, accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, the Investment Manager and Peel Hunt, and their respective affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.
Related Shares:
MGR.L