21st Nov 2025 07:00
Montanaro European Smaller Companies Trust PLC
(the "Company")
Result of Tender Offer
Legal Entity Identifier: 213800CWSC5B8BG3RS21
21 November 2025
Result of Tender Offer
Further to the Company's publication of a circular to shareholders on 20 October 2025 containing details of a tender offer providing Eligible Shareholders with the opportunity to tender up to 5% of the issued share capital of the Company (excluding Shares held in treasury) (the "Circular"), the Company today announces that applications for a total of 29,792,053 Shares were validly tendered pursuant to the Tender Offer. This represents 20.5% of the issued share capital of the company (excluding Shares held in treasury).
Shareholders who validly tendered a percentage of their Shares equal to or less than their Basic Entitlement shall have all tendered Shares purchased in full under the Tender Offer. Following a scale-back exercise, Shareholders who validly tendered a percentage of Shares greater than their Basic Entitlement will have a number of Shares equal to their Basic Entitlement purchased in full, plus 13.50192750% of their excess applications, in accordance with the process described in the Circular.
Tender Price
The Tender Price will be set at a 5% discount to the prevailing Net Asset Value per Share as at the Calculation Date (28 November 2025). This reflects the wider spreads amongst smaller companies and the cost associated with the exercise, allowing Shareholders who wish to realise a portion of their holding to do so at a price close to NAV whilst potentially providing for a modest uplift to Net Asset Value per Share for continuing Shareholders.
Settlement of the Tender Offer
As set out in the Circular, proceeds payable to Shareholders whose tendered Shares are held through CREST accounts are expected to be made on 5 December 2025. Cheques for certificated Shares purchased under the Tender Offer and balance share certificates in respect of unsold tendered Shares held in certificated form will be despatched on 15 December 2025.
Unless otherwise defined, all definitions used in this announcement will have the same meaning as described in the Circular.
Contacts:
Montanaro Asset Management
Investment Manager
+44(0)20 7448 8600
Cavendish Capital Markets, Corporate Broker
Robert Peel / Andrew Worne / Oscar Valeur-Adu
+44 (0)20 7908 6000
Juniper Partners Company Secretary +44(0)131 378 0500
Camarco, PR Advisers |
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
CREST accounts credited with unsuccessfully tendered uncertificated Shares | Not later than 24 November 2025 | |
Calculation Date for the Tender Price | 28 November 2025 | |
Announcement of the Tender Price | 1 December 2025 | |
Purchase of Shares under the Tender Offer | 3 December 2025 | |
Ex-dividend date for the Dividends | 4 December 2025 | |
CREST accounts credited in respect of Tender Offer proceeds for uncertificated Shares | By 5 December 2025 | |
Record date for the Dividends | 18:00 hours on 5 December 2025 | |
Cheques despatched in respect of Tender Offer proceeds for certificated Shares | By 15 December 2025 | |
Despatch of share certificates to be returned in respect of unsuccessfully tendered certificated Shares | By 15 December 2025 | |
Despatch of balancing share certificates for revised, certificated holdings in the case of partially successful tenders | By 15 December 2025 | |
Payment date for the Dividends | 5 January 2026 | |
The times and dates set out in the expected timetable and mentioned in the Circular may, in certain circumstances, be adjusted by the Board, in which event, details of the new times and dates will be notified, as required, to the London Stock Exchange and, where appropriate, to Shareholders and an announcement will be made through a Regulatory Information Service.
All references to times in this announcement are to London time (GMT) unless otherwise stated.
Related Shares:
Montanaro