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RNS Number : 5686F  Montanaro European Smaller C.TstPLC  31 October 2025

 Montanaro European Smaller Companies Trust plc
 LEI: 213800CWSC5B8BG3RS21
 Unaudited Half-Yearly Report for the Six Months Ended 30 September 2025

 

The Board of Montanaro European Smaller Companies Trust plc (the 'Company' or
'MESCT') announces the unaudited half-yearly results of the Company for the
six months ended 30 September 2025.

 

Highlights

Performance

                                               6 months  1 year  3 year  5 year  10 year  MAM*
 Capital Returns%²
 Share price                                   13.5%     16.2%   56.9%   20.1%   225.9%   427.8%
 Net Asset Value ('NAV') per Ordinary share**  13.1%     10.9%   47.6%   27.7%   221.3%   435.9%
 Benchmark (Composite) ¹**                     13.2%     13.0%   38.2%   30.6%   116.5%   222.0%

 Total Returns%²
 Share price                                   14.1%     17.1%   60.6%   24.3%   254.8%   556.4%
 NAV per Ordinary share**                      13.7%     11.7%   50.7%   31.8%   247.0%   551.4%
 Benchmark (Composite)¹**                      15.4%     15.8%   48.5%   45.7%   164.0%   368.7%

 

Sources: Morningstar Direct, Association of Investment Companies ('AIC'),
Montanaro Asset Management Limited ('MAM' or 'Montanaro').

 

                                    As at          As at          12 month   As at       6 month

                                    30 September   30 September   % change   31 March    % change

                                    2025           2024                      2025

                                                                             (Audited)
 Ordinary share price               168.5p         145.0p         16.2%      148.5p      13.5%
 NAV per Ordinary share**           183.2p         165.2p         10.9%      162.0p      13.1%
 Discount to NAV²                   (8.0)%         (12.2)%                   (8.3)%
 Net assets** (£'000s)              273,166        313,020        (12.7)%    291,508     (6.3)%
 Market capitalisation** (£'000s)   251,243        274,670        (8.5)%     267,188     (6.0)%
 Net gearing employed²              6.1%           1.7%                      2.1%

 

                                    6 months       6 months       % change  12 months

                                    ended          ended                    ended

                                    30 September   30 September             31 March

                                    2025           2024                     2025

                                                                            (Audited)
 Revenue return per Ordinary share  1.80p          1.56p          15.4%     1.50p
 Dividends per Ordinary share       0.4p           0.3p                     1.26p
 Ongoing charges (annualised)²      1.0%           1.0%                     1.0%
 Portfolio turnover (annualised)**  33.0%          10.0%                    14.0%

 

*From 5 September 2006, when MAM was appointed as Investment Manager.

**Details provided in the Glossary below.

(1)From 5 September 2006, the benchmark was the MSCI Europe SmallCap Index.
The benchmark was changed on 1 June 2009 to the MSCI Europe SmallCap (ex-UK)
Index (in sterling terms).

(2)Refer to Alternative Performance Measures below.

 

Chairman's Statement

 

Performance

In the first six months of the financial year the Net Asset Value of your
Company rose by 13.1% to 183.2p per share. In comparison the Company's
Benchmark (MSCI Europe SmallCap (ex-UK) Index) rose by 13.2%.

 

During the period, the share price discount to NAV narrowed from 8.3% to 8.0%.
As a result, the share price rose by 13.5%, resulting in a total return of
14.1%. The total return of the Benchmark was 15.4%.

 

Since Montanaro were appointed in September 2006, the annualised NAV total
return has been 10.3%, 1.9% p.a. ahead of the Company's Benchmark.

 

Montanaro have a long-term investment approach, exclusively focused on
investing in high quality, growing companies. Recently, style headwinds have
persisted and weighed on relative returns: for example, during this reporting
period, Quality has lagged the broader European market by more than 5%, as
investors favoured lower-quality, more cyclical names. Despite this backdrop,
the Board believes stock selection - adjusted for these style swings - remains
positive which is the key determinant of long term future success.

 

Earnings and Dividends

Revenue earnings per share rose to 1.80p in the period (2024: 1.56p). To
reflect the increased underlying earnings from the portfolio the Board has
declared a first interim dividend relating to the year ending 31 March 2026 of
0.35p per Ordinary share (2024: 0.3p per share). Additionally, the Board has
also declared a third interim dividend relating to the year ended 31 March
2025 of 0.05p per Ordinary share. Both dividends are payable together on 5
January 2026 to shareholders on the register on 5 December 2025.

 

Share Buybacks and Treasury Shares

During the period, the Company bought back 30,819,178 Ordinary shares. As a
result the Company held 40,322,099 Ordinary shares in Treasury as at 30
September 2025. The buyback activity has helped the Trust to maintain a
single-figure discount throughout the last six months. Our stated policies on
share buybacks and share issuances are set out in the Annual Report. It is
worth noting that while this activity has raised the stated portfolio turnover
of the Company, the underlying name turnover remains low in line with
Montanaro's long-term investment approach.

 

Borrowings

At the end of the period, the Company had gearing, net of cash, of 6.1% (31
March 2025: 2.1%). The Company's borrowing facilities are due to mature on 13
September 2026, when they are expected to be renewed.

 

Regular Tenders

As previously announced on 27 March 2025, the Board has introduced
twice-yearly tender offers to provide shareholders with the opportunity to
realise part of their investment and enhance liquidity. The documentation for
the first Tender Offer was sent to shareholders on 20 October 2025.

 

Shares will be repurchased at a 5% discount to NAV, with each offer capped at
5% of shares in issue to balance liquidity and protect existing shareholders.
This initiative is in addition to the Company's ongoing share buyback
programme, offering shareholders increased flexibility and complementing the
Company's long-term approach to shareholder value.

 

Shareholders wishing to participate in the first Tender Offer should complete
and submit their Tender Form to the Company's Registrar Equiniti by 13:00 GMT
on 19 November 2025 to ensure participation in the tender.

 

The Board

As previously announced, I intend to retire as Chairman and from the Board on
31 December 2025. We are very fortunate that Gordon Neilly has agreed to
assume the role of Chairman. With his extensive experience of the investment
trust sector there can be no better person to lead our Company in the future.

 

Investor Presentation

Gordon Neilly, non-executive Director and Chairman Designate, and George
Cooke, manager of MESCT and Head of Investments at Montanaro, will provide a
live presentation relating to the publication of the Interim Results via
Investor Meet Company ("IMC") on Tuesday, 4 November 2025 at 11:00 GMT.

 

The presentation is open to all existing and potential shareholders of the
Company. Shareholders are invited to submit written questions via the platform
in advance of the meeting via the IMC dashboard up until 09:00 GMT on 4
November 2025 or at any time during the meeting.

 

Investors can sign up to IMC for free and register for the presentation via:

 

https://www.investormeetcompany.com/companies/montanaro-european-smaller-c-tst-plc/rns
(https://www.investormeetcompany.com/companies/montanaro-european-smaller-c-tst-plc/rns)
 
(https://www.investormeetcompany.com/companies/montanaro-european-smaller-c-tst-plc/rns)

 

Outlook

The valuation of European SmallCap continues to look cheap both relative to
its own history and to the wider European market. This is despite SmallCap
modestly outperforming LargeCap over the last one and two years. It may prove
too early to call a decisive turning point and resumption of the longer-term
historical trend of SmallCap outperformance, but the preconditions for it look
increasingly favourable.

After a relatively prolonged period in which the Company's Quality Growth
style has been out of favour, it is natural to ask when this headwind might
abate or reverse. It is impossible to say with precision, but we note that
Growth companies have now recorded their longest and deepest period of
underperformance relative to Value since before the Great Financial Crisis,
while Quality has seen similarly historic drawdowns both in Europe and wider
global markets. It is of course when assets are most out of favour that they
can represent the best long term investment opportunities.

 

The investment process at Montanaro continues to identify profitable, high
return businesses that are off the beaten track for most investors ("hidden
gems"). The quality of the companies in your portfolio remains as high as ever
(and the Board and manager remain mindful of the risks of style drift).
Montanaro also continues to deepen resources in support of their
long-standing, experienced research team which provides a real competitive
advantage.

 

It has been a privilege to serve as both a Non-Executive Director and Chairman
of your Company over the last decade, during a period of extraordinary change
for the investment trust sector. I leave it in good hands under the care of my
fellow Directors and the team at Montanaro and we can all look forward to the
future of the Company with great confidence.

 

 

Portfolio Summary

Twenty Largest Holdings

As at 30 September 2025

 

 Holding                Country                Description                         Value                   % of Net

                                                                                   £'000                   Assets
 Kitron                 Norway                 Electronics manufacturing services         14,120           5.17%
 ATOSS Software         Germany                Workforce management software              11,441           4.19%
 Plejd                  Sweden                 Smart lighting controls                    10,900           3.99%
 Belimo                 Switzerland            Actuators, sensors and valves              10,873           3.98%
 MTU Aero Engines       Germany                Aircraft engine components                 10,207           3.74%
 NCAB                   Sweden                 Printed circuit boards                       9,655          3.53%
 CTS Eventim            Germany                Event ticketing solutions                    9,460          3.46%
 Reply                  Italy                  IT consulting services                       7,936          2.91%
 VZ Holding             Switzerland            Independent wealth management                7,766          2.84%
 ChemoMetec             Denmark                Cell counters, lab instruments               7,281          2.67%
 Merlin Properties      Spain                  Spanish commercial REIT                      7,258          2.66%
 Kardex                 Switzerland            Automated storage solutions                  7,220          2.64%
 Sectra                 Sweden                 Medical imaging and cybersecurity            6,771          2.48%
 AAK                    Sweden                 Specialty vegetable oils                     6,758          2.47%
 Brembo                 Netherlands            Automotive braking systems                   6,668          2.44%
 Carel                  Italy                  HVAC/R controls, humidification              6,537          2.39%
 Viscofan               Spain                  Sausage casings manufacturer                 6,534          2.39%
 IMCD                   Netherlands            Specialty chemical distribution              6,529          2.39%
 Melexis                Belgium                Automotive sensors                           6,449          2.36%
 Tobii Dynavox          Sweden                 Assistive communication devices              6,321          2.32%
 Twenty Largest Holdings                                                           166,684                 61.02%

 

 

Geographical Analysis

As at 30 September 2025

Source: Juniper Partners Limited

 

Sector Analysis

As at 30 September 2025

 

 

Source: Juniper Partners Limited

 

Interim Management Report

 

The important events that have occurred during the period under review and the
key factors influencing the financial statements are set out in the Chairman's
Statement above.

 

Statement of Principal Risks and Uncertainties

Most of the principal risks that could threaten the Company's objective,
strategy, future returns and solvency are market related and comparable to
those of other investment trusts investing primarily in quoted securities. The
principal risks faced by the Company are investment and strategic, gearing,
financial, discount volatility, regulatory, operational, cyber security, ESG
and manager risks. These risks and the way in which they are mitigated are
described in more detail under the heading 'Principal and Emerging Risks and
Uncertainties and Risk Mitigation' within the Business Model and Strategy
section on pages 19 to 22 of the Company's Annual Report for the year ended 31
March 2025. The Company's principal risks and uncertainties have not changed
materially since the date of that report and are not expected to change
materially for the remaining six months of the Company's financial year.

 

Related Party Transactions

Related party transactions are disclosed in note 13 below. There have been no
material changes to the related party transactions described in the last
Annual Report.

 

Going Concern

The Directors are satisfied that the Company has sufficient resources to
continue in operation for the foreseeable future and for a period of at least
12 months from the date of this report. Accordingly, they continue to adopt
the going concern basis in preparing the condensed financial statements.

 

Directors' Responsibility Statement in respect of the Half-Yearly Report

 

We confirm that to the best of our knowledge:

 

·     the condensed set of financial statements have been prepared in
accordance with IAS 34 'Interim Financial Reporting' and give a true and fair
view of the assets, liabilities, financial position and profit or loss of the
Company;

 

·   the Interim Management Report includes a fair review of the
information required by the Disclosure Guidance and Transparency Rule ('DTR')
4.2.7R, being an indication of important events that have occurred during the
first six months of the financial year and their impact on the financial
statements;

 

·      the Statement of Principal Risks and Uncertainties shown above is
a fair review of the information required by DTR 4.2.7R; and

 

·      the Chairman's Statement, together with the condensed set of
financial statements, include a fair review of the information required by DTR
4.2.8R, being related party transactions that have taken place in the first
six months of the financial year and that have materially affected the
financial position or performance of the Company during the period, and any
changes in the related party transactions described in the last Annual Report
that could do so.

 

The Half-Yearly Report and Accounts were approved by the Board and the above
responsibility statement was signed on its behalf by:

 

R M CURLING

Chairman

30 October 2025

Condensed Income Statement (unaudited)

for the six months to 30 September 2025

                                                         Six months to              Six months to              Year to

                                                         30 September               30 September               31 March

                                                         2025                       2024                       2025

                                                         £'000                      £'000                      (audited)

                                                                                                               £'000
                             Note                        Revenue  Capital  Total    Revenue  Capital  Total    Revenue  Capital  Total
                                                         £'000    £'000    £'000    £'000    £'000    £'000    £'000    £'000    £'000

 Gains/(losses) on investments at
 fair value through profit or loss                       -        33,015   33,015   -        (50)     (50)     -        (5,074)  (5,074)
 Exchange (losses)/gains                                 -        (776)    (776)    -        61       61       -        (52)     (52)
 Revenue
 Investment income                 3                     4,365    -        4,365    4,386    -        4,386    5,182    -        5,182
 Total income                                            4,365    32,239   36,604   4,386    11       4,397    5,182    (5,126)  56
 Expenditure
 Management expenses          4                          (385)    (716)    (1,101)  (431)    (800)    (1,231)  (865)    (1,608)  (2,473)
 Other expenses                                          (456)    -        (456)    (370)    -        (370)    (761)    -        (761)
 Total expenditure                                       (841)    (716)    (1,557)  (801)    (800)    (1,601)  (1,626)  (1,608)  (3,234)
 Return before finance costs and taxation                3,524    31,523   35,047                              3,556    (6,734)  (3,178)

                                                                                    3,585    (789)    2,796
 Finance costs                                           (151)    (283)    (434)    (85)     (159)    (244)    (183)    (340)    (523)
 Return before taxation                                  3,373    31,240   34,613   3,500    (948)    2,552    3,373    (7,074)  (3,701)
 Taxation                                                (475)    -        (475)    (547)    -        (547)    (536)    -        (536)
 Return after taxation                                   2,898    31,240   34,138   2,953    (948)    2,005    2,837    (7,074)  (4,237)
 Return per share                5                       1.80p    19.43p   21.23p   1.56p    (0.50p)  1.06p    1.50p    (3.75p)  (2.25p)

 

The total column of this statement represents the Company's Income Statement
and Statement of Comprehensive Income, prepared in accordance with UK-adopted
International Accounting Standards in conformity with the Companies Act 2006.

 

The supplementary revenue return and capital return columns are both prepared
under guidance published by the AIC.

 

All revenue and capital items in the above statement derive from continuing
operations. No operations were acquired or discontinued during the period.

Condensed Balance Sheet (unaudited) as at 30 September 2025

 

                                                        Note  As at          As at          As at

                                                              30 September   30 September   31 March

                                                              2025           2024           2025

                                                              £'000          £'000          £'000

                                                                                            (audited)
 Non-current assets
 Investments held at fair value through profit or loss  7     288,582        318,654        296,829
 Current assets
 Trade and other receivables                                  2,866          812            1,592
 Cash and cash equivalents                                    2,380          2,804          14,816
                                                              5,246          3,616          16,408
 Total assets                                                 293,828        322,270        313,237

 Current liabilities
 Trade and other payables                                     (1,484)        (983)          (839)
 Revolving credit facility                              8     (10,477)       -              (12,560)
 Interest-bearing bank loan                             8     (8,701)        -              -
                                                              (20,662)       (983)          (13,399)
 Non-current liabilities
 Interest-bearing bank loan                             8     -              (8,267)        (8,330)
 Total liabilities                                            (20,662)       (9,250)        (21,729)
 Net assets                                                   273,166        313,020        291,508

 Capital and reserves
 Ordinary share capital                                 9     9,471          9,471          9,471
 Share premium account                                        44,057         44,057         44,057
 Capital redemption reserve                                   2,212          2,212          2,212
 Capital reserve                                              211,027        251,573        230,745
 Revenue reserve                                              6,399          5,707          5,023
 Total shareholders' funds                                    273,166        313,020        291,508
 Net asset value per share                              10    183.2p         165.2p         162.0p

 

 

Condensed Statement of Changes in Equity (unaudited)

for the six months ended 30 September 2025

 

                               Share capital  Share premium account  Capital redemption  Capital reserve  Revenue reserve  Total

                               £'000          £'000                  reserve             £'000            £'000            £'000

                                                                     £'000
 As at 1 April 2025            9,471          44,057                 2,212               230,745          5,023            291,508
 Return after taxation         -              -                      -                   31,240           2,898            34,138
 Dividends paid                -              -                      -                   -                (1,522)          (1,522)
 Share buybacks                -              -                      -                   (50,958)         -                (50,958)
 Balance at 30 September 2025  9,471          44,057                 2,212               211,027          6,399            273,166

 

for the six months ended 30 September 2024

 

                               Share capital  Share premium account  Capital redemption  Capital reserve  Revenue reserve  Total

                               £'000          £'000                  reserve             £'000            £'000            £'000

                                                                     £'000
 As at 1 April 2024            9,471          44,057                 2,212               252,521          4,459            312,720
 Return after taxation         -              -                      -                   (948)            2,953            2,005
 Dividends paid                -              -                      -                   -                (1,705)          (1,705)
 Balance at 30 September 2024  9,471          44,057                 2,212               251,573          5,707            313,020

 

for the year ended 31 March 2025 (audited)

 

                           Share capital  Share premium account  Capital redemption  Capital Reserve  Revenue reserve  Total

                           £'000          £'000                  reserve             £'000            £'000            £'000

                                                                 £'000
 As at 1 April 2024        9,471          44,057                 2,212               252,521          4,459            312,720
 Return after taxation     -              -                      -                   (7,074)          2,837            (4,237)
 Dividends paid            -              -                      -                   -                (2,273)          (2,273)
 Share buybacks            -              -                      -                   (14,702)         -                (14,702)
 Balance at 31 March 2025  9,471          44,057                 2,212               230,745          5,023            291,508

 

 

 

 

Condensed Statement of Cash Flows (unaudited)

for the six months ended 30 September 2025

 

                                                                                 Six months to  Six months to  Year to

                                                                                 30 September   30 September   31 March

                                                                                 2025           2024           2025

                                                                                 £'000          £'000          (audited)

                                                                                                               £'000
 Net cash inflow from operating activities                                       42,654         5,515          20,526
 Net cash outflow from financing activities                                      (55,185)       (2,792)        (5,744)
                                                                                 (12,531)       2,723          14,782
 Exchange gains/(losses)                                                         95             (161)          (208)
 (Decrease)/increase in cash and cash equivalents                                (12,436)       2,562          14,574

 Reconciliation of profit before finance costs and taxation to net cash inflow
 from operating activities
 Return before taxation                                                          34,613         2,552          (3,701)
 (Gains)/losses on investments held at fair value                                (33,015)       50             5,074
 Exchange losses/(gains)                                                         776            (61)           52
 Finance costs                                                                   434            244            523
 Withholding tax                                                                 (475)          (567)          (557)
 Purchases of investments                                                        (6,458)        (12,113)       (22,379)
 Sales of investments                                                            46,943         15,308         41,415
 Changes in working capital and other non-cash items                             (164)                         99

                                                                                                102
 Net cash inflow from operating activities                                       42,654         5,515          20,526

 

 

Notes to the Accounts (unaudited)

 

1.     The condensed unaudited financial statements have been prepared in
accordance with International Financial Reporting Standard ('IFRS') IAS 34
'Interim Financial Reporting' and the accounting policies set out in the
statutory accounts of the Company for the year ended 31 March 2025. The
condensed financial statements do not include all the information required for
a complete set of IFRS financial statements and should be read in conjunction
with the financial statements of the Company for the year ended 31 March 2025,
which were prepared in accordance with the requirements of the Companies Act
2006 and in accordance with UK-adopted international accounting standards.

 

2.         Earnings for the first six months should not be taken as a
guide to the results for the full year.

 

3.         Income for the period is derived from:

 

                           Six months to  Six months to  Year to

                           30 September   30 September   31 March

                           2025           2024           2025

                           £'000          £'000          (audited)

                                                         £'000
 Overseas dividend income  4,335          4,353          5,102
 Exchange losses           (6)            (6)            (4)
 Other income              36             39             84
 Total                     4,365          4,386          5,182

 

 

4.         Management fee

 

As set out in the Company's Annual Report, the management fee is linked to the
size of the Company, as follows:

·           0.825% p.a. of the amount of the Company's market
capitalisation up to £500 million;

·           0.70% p.a. of the amount of the Company's market
capitalisation between

£500 million and £750 million; and

·           0.65% p.a. of the amount of the Company's market
capitalisation above £750 million.

 

The management fee is payable quarterly in arrears.

 

 

5.         Return per share

 

Earnings per share is based on a weighted average of 160,779,892 Ordinary
shares in issue during the period (year ended 31 March 2025: 188,678,279 and
six months ended 30 September 2024: 189,427,600), excluding those shares
bought back and held in treasury.

 

6.         Dividends

 

The Board has declared a first interim dividend relating to the year ending 31
March 2026 of 0.35p per Ordinary share (2024: 0.3p per share). Additionally,
the Board has also declared a third interim dividend relating to the year
ended 31 March 2025 of 0.05p per Ordinary share. Both dividends are payable on
5 January 2026 to shareholders on the register on 5 December 2025. In
accordance with IFRS, these dividends have not been recognised in these
financial statements.

 

A second interim dividend relating to the year ended 31 March 2025 of 0.96p
per Ordinary share was paid during the six months to 30 September 2025 and
amounted to £1,522,000.

 

 

 

7.         Investments at fair value through profit or loss

 

                                30 September  30 September  31 March

                                2025          2024          2025

                                £'000         £'000         £'000

                                                            (audited)
 Opening book cost              195,905       193,353       193,353
 Holding gains                  100,924       128,323       128,323
 Opening fair value             296,829       321,676       321,676
 Purchases at cost              6,881         12,333        22,379
 Sales - proceeds               (48,143)      (15,305)      (42,152)
 Gains/(losses) on investments  33,015        (50)          (5,074)
 Closing fair value             288,582       318,654       296,829
 Closing book cost              186,310       195,943       195,905
 Holding gains                  102,272       122,711       100,924
 Closing valuation              288,582       318,654       296,829

 

 

8.         Borrowings

 

Revolving credit facility

                                 Six months to  Six months to  Year to

                                 30 September   30 September   31 March

                                 2025           2024           2025

                                 £'000          £'000          £'000

                                                               (audited)
 Opening balance                 12,560         856            856
 Repaid loan                     (8,507)        (859)          (859)
 Draw down loan                  5,903          -              12,539
 Foreign currency exchange gain  521                           24

                                                3
 Closing balance                 10,477         -              12,560

 

            The Company has a three-year secured revolving credit
facility with ING Bank N.V. ('ING') which will mature on 13 September 2026.

 

Drawdowns from the facility are charged at margin over the relevant EURIBOR
rate. As at 30 September 2025, €12.5 million (£10,477,000) of the facility
was drawn (30 September 2024: nil, 31 March 2025: €15 million
(£12,560,000), at a rate of 3.68%.

 

Interest bearing bank loans

                                      Six months to  Six months to  Year to

                                      30 September   30 September   31 March 2025

                                      2025           2024           (audited)

                                      £'000          £'000          £'000
 Opening balance                      8,330          8,473          8,473
 Amortisation of set-up costs         15             16             33
 Non-cash foreign currency movements  356            (222)          (176)
 Closing balance                      8,701          8,267          8,330

 

The Company has a €10 million three year secured loan at a fixed rate of
5.105% per annum with ING Bank N.V. ('ING'). This loan will mature on 13
September 2026.

The carrying value of the balances above approximates to fair value.

 

 

 

 

9.         Share capital

 

                                                                        30 September 2025            31 March 2025
                                                                        (unaudited)                  (audited)
                                                                        Number of shares  £'000      Number of shares  £'000
 Ordinary shares of 5p
 Ordinary shares in issue at the beginning of the period                179,924,679       8,996      189,427,600       9,471
 Ordinary shares bought back to treasury during the period              (30,819,178)      (1,541)    (9,502,921)       (475)
 Ordinary shares in issue at the end of the period                      149,105,501       7,455      179,924,679       8,996

 Treasury shares (Ordinary shares 5p)
 Treasury shares in issue at the beginning of the year                  9,502,921         475        -                 -
 Ordinary shares bought back to treasury during the year                30,819,178        1,541      9,502,921         475
 Treasury shares in issue at the end of the year                        40,322,099        2,016      9,502,921         475
 Total Ordinary shares in issue and in treasury at the end of the year  189,427,600       9,471      189,427,600       9,471

10.        Net Asset Value per Ordinary Share

 

The NAV per Ordinary Share was based on 149,105,501 Ordinary shares in issue
at the end of the period (31 March 2025: 179,924,679 and 30 September 2024:
189,427,600), excluding those shares bought back and held in treasury. As at
30 September 2025, there were 40,322,099 Ordinary shares held in treasury (31
March 2025: 9,502,921 and 30 September 2024: nil).

 

11.        Fair Value Hierarchy

 

The Company measures fair values using the following fair value hierarchy that
reflects the significance of the inputs used in making the measurements.

 

Categorisation within the hierarchy has been determined on the basis of the
lowest level input that is significant to the fair value measurement of the
relevant assets as follows:

 

·      Level 1 - valued using quoted prices unadjusted in active markets
for identical assets or liabilities.

·      Level 2 - valued by reference to valuation techniques using
observable inputs for the asset or liability other than quoted prices included
within Level 1.

·      Level 3 - valued by reference to valuation techniques using
inputs that are not based on observable market data for the asset or
liability.

 

 

The tables below set out fair value measurements of financial instruments as
at the period end, by the level in the fair value hierarchy into which the
fair value measurement is categorised.

 

 

 

 

 

                          Level 1  Level 2  Level 3  Total

                          £'000    £'000    £'000    £'000
 30 September 2025
 Investments              288,582  -        -        288,582
 30 September 2024
 Investments              318,654  -        -        318,654
 31 March 2025 (audited)
 Investments              296,829  -        -        296,829

 

There were no transfers between levels during the period ended 30 September
2025 (year ended 31 March 2025 and period ended 30 September 2024: None).

 

Other aspects of the Company's financial risk management objectives and
policies are consistent with those disclosed in the financial statements, as
at and for the year ended, 31 March 2025.

 

12.        Rates of exchange (to sterling)

 

                  30 September  30 September  31 March

                  2025          2024          2025

                                              (audited)
 Danish Krone     8.55          8.95          8.90
 Euro             1.15          1.20          1.19
 Norwegian Krone  13.42         14.10         13.56
 Swedish Krona    12.65         13.58         12.96
 Swiss Franc      1.07          1.13          1.14

 

13.        Related parties

 

The following are considered related parties: the Board of Directors and the
Manager. The Directors of the Company received fees for their services and
dividends from their shareholdings in the Company as outlined below.

 

The amount charged by the Manager during the period was £1,101,000 (six
months to 30 September 2024: £1,231,000; year to 31 March 2025: £2,473,000).
At 30 September 2025, the amount due to the Manager, included in creditors,
was £543,000. The existence of an independent Board of Directors demonstrates
that the Company is free to pursue its own financial and operating policies
and therefore, under the AIC SORP, the Manager is not considered to be a
related party.

 

Directors' emoluments

At 30 September 2025, the Board consisted of four non-executive Directors. All
Directors are considered to be independent of the Manager. None of the
Directors has a service contract with the Company. The Chairman receives an
annual fee of £43,000, the Chair of the Audit Committee receives an annual
fee of £37,500 and non-executive Directors receive £31,000 per annum.

 

At 30 September 2025, the amount outstanding in respect of Directors' fees was
£nil (31 March 2025: £nil).

 

At 30 September 2025, the interests of the Directors in the Ordinary shares of
the Company were as follows:

 

               30 September 2025  31 March 2025
               No. of shares      No. of shares
 R M Curling   150,000            150,000
 C A Roxburgh  70,498             70,169
 G Neilly      62,701             62,701
 H Williams    6,255              -

 

No changes occurred in the Directors' interests between 30 September 2025 and
the date of this report.

 

14.        Statutory accounts

 

These are not statutory accounts in terms of Section 434 of the Companies Act
2006 and have not been audited or reviewed by the Company's Auditor. The
information for the year ended 31 March 2025 has been extracted from the
latest published financial statements and which have been filed with the
Registrar of Companies. The Auditor's report on those accounts was not
qualified, did not include a reference to any matters to which the auditor
drew attention by way of emphasis without qualifying the report and did not
contain statements under section 498 (2) or (3) of the Companies Act 2006. No
statutory accounts in respect of any period after 31 March 2025 have been
reported on by the Company's Auditor or delivered to the Registrar of
Companies.

Alternative Performance Measures ("APMs")

The Company uses the following APMs:

 

Share Price and NAV Returns

 

Capital Return measures the effect of any rise or fall in the share price or
NAV, excluding any dividends paid.

 

Total Return measures the effect of any rise or fall in the share price or
NAV, plus dividends paid which are reinvested at the prevailing NAV or share
price on the ex- dividend date.

 

 Share Price Return calculations as at 30 September 2025
 Share price as at 30 September 2025  168.5                         (a)
 Share price as at 31 March 2025      148.5                         (b)
 Share price Capital Return           13.5%                         ((a-b)/b)
 Impact of dividends reinvested       0.6%                          (Note 1)
 Share Price Total Return             14.1%

 

 Note 1 - Share Price impact of dividends reinvested
 Dividend                 PPS   Dividend  XD date   Share price at dividend XD date  Impact of dividend reinvested
                          (a)                       (b)                              (a)/(b)
 Second interim dividend  0.96  26 June 2025        171.5                            0.6%

 

 NAV Return calculations as at 30 September 2025
 NAV per share as at 30 September 2025  183.2                     (a)
 NAV per share as at 31 March 2025      162.0                     (b)
 NAV Capital Return                     13.1%                     ((a-b)/b)
 Impact of dividends reinvested         0.6%                      (Note 1)
 NAV Total Return                       13.7%

 

 Note 1 - NAV impact of dividends reinvested
 Dividend                 PPS   Dividend  XD date   NAV at dividend XD date  Impact of dividend reinvested
                          (a)                       (b)                      (a)/(b)
 Second interim dividend  0.96  26 June 2025        184.1                    0.6%

 

Discount or Premium to NAV

If the share is less than its NAV per share, the shares are trading at a
discount. If the share price is greater than the NAV per share, the shares are
trading at a premium.

 

As at 30 September 2025, the NAV per share was 183.2p and the share price was
168.5p. The discount is therefore calculated at 8.0%.

 

Net gearing employed

Unlike open-ended investment companies, investment trusts have the ability to
borrow to invest. This term is used to describe the level of borrowings that
an investment trust has undertaken and is stated as a percentage of
shareholders' funds. The higher the level of borrowings, the higher the
gearing ratio.

 

Net gearing is calculated as total debt, net of cash and cash equivalents, as
a percentage of the total shareholders' funds.

 

As at 30 September 2025, interest bearing bank loans were £19,178,000, cash
and cash equivalents were £2,380,000 and net assets were £273,166,000. As at
30 September 2025, net gearing employed was therefore equal to 6.1%.

 

Ongoing charges (expressed as a percentage)

Ongoing charges are the Company's revenue and capital expenses (excluding
finance costs and certain non-recurring items) expressed as a percentage of
the average daily net assets of the Company during the period.

 

Ongoing charges calculation

 

                                   Six months to  Six months to  Year to

                                   30 September   30 September   31 March

                                   2025           2024           2024

                                   £'000          £'000          £'000

                                                                 (audited)
 Total expenditure            (a)  1,531¹         1,601          3,234
 Average daily net assets     (b)  292,144        307,401        308,082
 Ongoing charges (c = a/b)²   (c)  1.0%           1.0%           1.0%

¹ This figure has been adjusted to ensure that one-off expenses incurred in
the six months to 30 September 2025 are not annualised.

² 30 September 2025 and 30 September 2024 figures annualised for comparison
(c = (a/b) x 2).

 

 

 Glossary of terms
 AIFMD

 Alternative Investment Fund Managers Directive. Issued by the European
 Parliament in 2012 and 2013, the Directive requires that all investment
 vehicles in the European Union, including investment trusts, must, with effect
 from 22 July 2014, appoint a Depositary and an AIFM. The board of directors of
 an investment trust, nevertheless, remains fully responsible for all aspects
 of the Company's strategy, operations and compliance with regulations.
 AIC

 The Association of Investment Companies is the trade body for Closed-end
 Investment Companies (www.theaic.co.uk).
 Benchmark

 This is a measure against which an investment trust's performance is compared.
 The benchmark of the Company is the MSCI Europe SmallCap (ex-UK) Index (in
 sterling terms). The index averages the performance of a defined selection of
 companies listed in European smaller company stock markets and gives an
 indication of how those markets have performed in any period.
 Closed-end Investment Company

 A company, including an investment trust, with a fixed issued ordinary share
 capital which is traded on an exchange at a price not necessarily related to
 the NAV of the company and where shares can only be issued or bought back by
 the company in certain circumstances. This contrasts with an open-ended
 investment company, which has units not traded on an exchange but issued or
 bought back from investors at a price directly related to the NAV.
 Custodian

 A specialised financial institution responsible for safeguarding, worldwide,
 the listed securities and certain cash assets of the Company, as well as the
 income arising therefrom, through provision of custodial, settlement and
 associated services. The Company's Custodian is Bank of New York Mellon SA/NV
 (London branch).
 Depositary

 Under the AIFMD, the Company must appoint a Depositary, whose duties in
 respect of investments, cash and similar assets include: safekeeping;
 verification of ownership and valuation; and cash monitoring. The Depositary
 has strict liability for loss of any investments or other assets where it has
 safekeeping duties. The Depositary's oversight duties include, but are not
 limited to, oversight of share buybacks, dividend payments and adherence to
 investment limits. The Company's Depositary is The Bank of New York Mellon
 (International) Limited.
 Dividend

 The income from an investment. Some investment trusts pay dividends on a
 quarterly or monthly basis. The Company currently pays dividends twice a year.

 Gearing

 Gearing is calculated as total liabilities less current assets divided by net
 assets.
 International Accounting Standards

 UK-adopted International Accounting Standards in conformity with the
 requirements of the Companies Act 2006.
 Investment Manager

 The Company's Investment Manager is Montanaro Asset Management Limited.
 Investment Trust

 A closed-end investment company which satisfies the requirements of Section
 1158 of the Corporation Tax Act 2010. Companies which meet these criteria are
 exempt from having to pay tax on the capital gains they realise from sales of
 the investments within their portfolios.
 Leverage

 As defined under the AIFMD rules, Leverage is any method by which the exposure
 of an AIF is increased through borrowing of cash or securities or leverage
 embedded in derivative positions. Leverage is broadly equivalent to Gearing,
 but is expressed as a ratio between the assets (excluding borrowings) and the
 net assets (after taking account of borrowings). Under the gross method,
 exposure represents the sum of the Company's positions after deduction of cash
 and cash equivalents, without taking account of any hedging or netting
 arrangements. Under the commitment method, exposure is calculated without the
 deduction of cash and cash equivalents and after certain hedging and netting
 positions are offset against each other.
 Marked to Market

 Accounting for the fair value of an asset or liability that can change over
 time and reflects its current market value rather than its book cost.
 Market Capitalisation

 The stock market value of a company as determined by multiplying the number of
 shares in issue, excluding those shares held in treasury, by the market price
 of the shares.
 Net Asset Value ("NAV") per Ordinary Share

 This is calculated as the net assets of an investment trust divided by the
 number of shares in issue, excluding those shares held in treasury.
 Net Assets (or Shareholders' Funds)

 This is calculated as the value of the investments and other assets of an
 investment trust, plus cash and debtors, less borrowings and any other
 creditors. It represents the underlying value of an investment trust at a
 point in time.

 Net Gearing

 Net Gearing is calculated as total debt, net of cash and cash equivalents, as
 a percentage of the total shareholders' funds.
 Ordinary Shares

 The main type of equity capital issued by conventional investment trusts.
 Shareholders are entitled to their share of both income, in the form of
 dividends paid by the investment trust, and any capital growth. The Company
 has only Ordinary shares in issue.
 Portfolio Turnover

 Calculated using total sales proceeds as a percentage of the average monthly
 net assets during the period, annualised.
 Related Party Transactions

 Under the UK Listing Rules, the Manager is regarded as a related party of the
 Company.
 Share Price

 The value of a share at a point in time as quoted on a stock exchange. The
 shares of the Company are quoted on the Main Market of the London Stock
 Exchange.
 SORP

 Statement of Recommended Practice "Financial Statements of Investment Trust
 Companies and Venture Capital Trusts" issued by the AIC.
 Total Assets

 This is calculated as the value of the investment and other assets of an
 investment trust, plus cash and debtors.

 Montanaro European Smaller Companies Trust plc

 Registered in Scotland No. SC074677

 An investment company as defined under section 833 of the Companies Act 2006

 Directors                                                      Registered Office

 R M Curling (Chairman)                                         28 Walker Street

 G Neilly                                                       Edinburgh EH3 7HR

 C A Roxburgh

 H Williams

 Principal Advisers
 AIFM and Investment Manager                                    Depositary

 Montanaro Asset Management Limited                             The Bank of New York Mellon (International) Limited

 53 Threadneedle Street                                         One Canada Square

 London EC2R 8AR                                                London E14 5AL

 Tel: 020 7448 8600

 enquiries@montanaro.co.uk (mailto:enquiries@montanaro.co.uk)
 www.montanaro.co.uk (http://www.montanaro.co.uk/)

 Company Secretary and Administrator                            Custodian

 Juniper Partners Limited                                       Bank of New York Mellon SA/NV

 28 Walker Street,                                              One Canada Square

 Edinburgh EH3 7HR                                              London E14 5AL

 Tel: 0131 378 0500

 Contact: cosec@junipartners.com

 Auditor                                                        Registrar

 PricewaterhouseCoopers LLP                                     Equiniti Limited

 Atria One                                                      Aspect House,

 144 Morrison Street                                            Spencer Road, Lancing

 Edinburgh EH3 8EX                                              West Sussex BN99 6DA

 Stockbroker                                                    Registrar's Shareholder Helpline

 Cavendish                                                      Tel: 0371 384 2030*

 One Bartholomew Close

 London EC1A 7BL                                                *Lines are open 8.30am to 5.30pm, Monday to Friday, excluding UK public
                                                                holidays

 Sources of Further Information

 Information on the Company, including this Half-Yearly Report is available on
 the Company's website: https://montanaro.co.uk/trust/montanaro-
 (https://montanaro.co.uk/trust/montanaro-) european-smaller-companies-trust/
 (https://montanaro.co.uk/trust/montanaro-european-smaller-companies-trust/)
 Neither the contents of the Company's website nor the contents of any website
 accessible from hyperlinks on this announcement (or any other website) is
 incorporated into, or forms part of, this announcement.

 

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