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RNS Number : 3432F Montanaro European Smaller C.TstPLC 16 April 2025
Montanaro European Smaller Companies Trust plc (the "Company")
LEI: 213800CWSC5B8BG3RS21
Publication of Circular and Notice of General Meeting
Further to the announcement on 27 March 2025, the Company announces that it
has today published a circular (the "Circular") in respect of (i) the renewal
of its share buy back authority; and (ii) the implementation of a bi-annual
tender offer facility to improve liquidity and deliver value for all
shareholders.
Resolution 1 seeks renewal of the shareholder authority to make market
purchases of up to 25,948,647 Ordinary Shares, or, if less, that number of
Ordinary Shares which is equal to 14.99 per cent. of the Company's issued
ordinary share capital (excluding treasury shares) at the date of the General
Meeting. If passed, this renewed authority will provide the Company with the
necessary flexibility to continue to operate its active share buy back policy.
Resolution 2 seeks the authority to make market purchases of up to 17,310,638
Ordinary Shares, or, if less, that number of Ordinary Shares which is equal to
10 per cent. of the Company's issued ordinary share capital (excluding
treasury shares) at the date of the General Meeting pursuant to the bi-annual
tender offer facility. This proposal has been designed to improve the
liquidity of the Company's shares. As previously announced on 27 March 2025,
each tender offer will be limited in total to a maximum of 5 per cent. of the
Ordinary Shares in issue in order to protect existing Shareholders and
facilitate liquidity management in the underlying portfolio. Subject to this
authority being granted, the first tender offer is expected to take place in
November 2025 following the interim results and the second in June 2026
following the annual results. The full terms and conditions of the first
bi-annual tender offer will be set out in a circular which will be appended to
the Company's next notice of annual general meeting in 2025.
The Circular contains a notice of meeting to convene a general meeting to be
held at 9.30 a.m. on 15 May 2025 at the offices of Juniper Partners Limited,
28 Walker Street, Edinburgh EH3 7HR.
A copy of the Circular will be submitted to the National Storage Mechanism and
will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . The Circular and
the Notice of the General Meeting will also be available on the Company's
website at https://montanaro.co.uk/trust/mesct
(https://montanaro.co.uk/trust/mesct) .
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
Andrew Worne/Robert Peel
+44 (0)20 7908 6000
Juniper Partners
Company Secretary
+44(0)131 378 0500
Camarco, PR Advisers
montanaro@camarco.co.uk (mailto:montanaro@camarco.co.uk)
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