REG - European Smaller Co. - Tender Offer - Allocation of the Tender Pools

European Smaller Companies TrustAnnouncement

23/05/2025 07:00

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RNS Number : 8783J  European Smaller Companies Tst PLC  23 May 2025

JANUS HENDERSON FUND MANAGEMENT UK LIMITED

THE EUROPEAN SMALLER COMPANIES TRUST PLC

Legal Entity Identifier:  213800N1B1HCQG2W4V90

23 May 2025

 

 

THE EUROPEAN SMALLER COMPANIES TRUST PLC

(the "Company")

 

Allocation of the Tender Pools

 

Further to the announcement of the results of the Tender Offer on 20 May 2025,
the Board today announces the allocation of assets to the Cash Exit Pool and
the In Specie Consideration Pool, the value of such assets being equal to the
Cash Exit Tender Offer FAV and the In Specie Tender Offer FAV, respectively,
which have been calculated in accordance with the terms of the Tender Offer as
at close of business on 19 May 2025. The Cash Exit Tender Offer FAV and the In
Specie Tender Offer FAV were as follows:

 

·      Cash Exit Tender Offer FAV: £107,684,316 in respect of the
50,726,953 Ordinary Shares that have been successfully tendered pursuant to
the Cash Exit Option;

·      In Specie Tender Offer FAV: £244,944,253 in respect of the
115,386,122 Ordinary Shares that have been successfully tendered pursuant to
the In Specie Consideration Option.

 

The assets in the Cash Exit Pool will be realised, the relevant liabilities
will be settled, the associated costs of the Tender Offer will be paid and the
net cash proceeds will be paid to Shareholders who validly elected for the
Cash Exit Option. The Tender Price per Cash Exit Share will be the Cash Exit
Tender Offer Final Asset Value divided by the total number of Cash Exit
Shares. The Tender Price per Cash Exit Share will be announced following the
realisation of the assets in the Cash Exit Pool.

Qualifying Shareholders who successfully tendered their Ordinary Shares under
the In Specie Consideration Option will receive a pro rata share of the
portfolio assets in the In Specie Consideration Pool, less associated costs of
the Tender Offer, on or around 27 May 2025. Any such Qualifying Shareholder
will be responsible for and will bear any stamp duty, stamp duty reserve tax
or transfer or registration taxes (whether UK or non-UK), as appropriate, in
relation to any assets which may be transferred to such Qualifying Shareholder
and which it is required to pay as transferee.

 

Defined terms used in this announcement shall, unless the context requires
otherwise, have the meanings ascribed to them in the circular to Shareholders
published by the Company on 15 April 2025.

 

 

Enquiries:

 

Janus Henderson Secretarial Services UK Limited

Corporate Secretary to The European Smaller Companies Trust PLC

 +44 (0)20 7818 1818

 

Winterflood Securities Limited

Neil Langford / Rose Ramsden / Sophia Bechev (Corporate Finance)

+44 (0)20 3100 0000

 

 

 

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