REG-Pacific Assets Trust plc: Strategic Initiatives

Pacific Assets TrustAnnouncement

02/10/2025 07:02

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 which forms part of domestic law in the United Kingdom
pursuant to The European Union Withdrawal Act 2018, as amended by The Market
Abuse (Amendment) (EU Exit) Regulations 2019.

 

Pacific Assets Trust plc

LEI No: 2138008U8QPGAESFYA48

 

Strategic Initiatives

 

2 October 2025

 

The Board of Pacific Assets Trust plc (the “Company”) today announces
strategic initiatives for the benefit of its shareholders that comprise a
reduction in portfolio management fees, the introduction of a three-year
performance-related tender offer for up to 25% of the Company’s issued share
capital (excluding treasury shares) (the “Conditional Tender Offer”) and a
reinforced commitment to buying back shares to help reduce both the discount
to net asset value (“NAV”) at which the Company’s shares trade and
discount volatility.

 

Reduction in portfolio management fees

 

The Board has agreed with its portfolio manager, Stewart Investors (the
“Portfolio Manager”), a reduction in the portfolio management fee, with
effect from 1 October 2025, from a flat 0.85% per annum of NAV to a tiered
structure based on the lower of the Company’s market capitalisation and NAV,
set at 0.75% per annum on the first £500 million and 0.65% per annum
thereafter. This change reflects the evolving competitive landscape within the
investment trust sector and introduces meaningful economies of scale.

 

Conditional Tender Offer

 

Under the terms of the Conditional Tender Offer, in the event that the NAV
total return performance of the Company (on a cumulative basis) does not
exceed the sterling-adjusted total return of the MSCI AC Asia ex Japan Index
(on a cumulative basis) (the “Index”), plus 0.5% per annum (the
“Hurdle”), over the seven year period ending 31 October 2028 (a period
with just over three years remaining) (the “Assessment Period”), the Board
intends to offer shareholders the opportunity to tender up to 25% of their
shares at a price equal to a 2% discount to the Company’s prevailing NAV per
share (less the costs of implementing the Conditional Tender Offer).

 

To minimise the “spot risk” inherent in measuring performance between
discrete calculation dates, performance over the Assessment Period will be
measured using the Company’s average seven year NAV total return over each
of the trading days in the final month of the Assessment Period, being October
2028, against the average total return of the Index, plus the Hurdle, over the
same period.

 

The Board believes the Assessment Period provides an appropriate timeframe for
the Company and its Portfolio Manager, which has a long-term investment
approach, to deliver outperformance of the Index. Of the proposed Assessment
Period, just under four years have elapsed. From the start of the Assessment
Period (1 November 2021) to 30 September 2025, the NAV total return was 9.3%,
against 19.9% for the Index. By incorporating the earlier underperformance
into the Assessment Period, the Conditional Tender Offer will be triggered
unless the Portfolio Manager is able to make up the historical
underperformance and exceed the Index, plus the Hurdle, over the remaining
three years.

 

Notwithstanding Index underperformance measured over shorter time periods, the
Company has outperformed the Index over the longer term, as referenced in the
Half Year Report announced today by the Company. The Company outperformed the
Index over the five years ended 31 July 2025, with a NAV total return of 44.6%
against 28.0% for the Index. On the same basis, over the seven years to 31
July 2025, the Company returned 49.5% against 39.3% for the Index.

 

As such, the Board continues to be supportive of the Portfolio Manager, with
its clearly articulated absolute return mindset and bottom-up approach to
allocating capital over the long term to quality companies in the Asia Pacific
region, which contribute to and benefit from sustainable development, whilst
minimising downside risk.  The introduction of the Conditional Tender Offer
will not impact the Portfolio Manager's investment process, strategy and
management of the portfolio.

 

The Conditional Tender Offer is contingent on the Company having the requisite
shareholder approval to introduce the Conditional Tender Offer at the relevant
time.

 

Proactive discount management

 

During the six months to 31 July 2025, the Company repurchased 2,270,000
shares (representing 1.9% of issued share capital), at a total cost of £7.7
million, and at an average discount of 12.6%.

 

The Board has recently increased the pace and quantum of share buybacks as the
share price discount has widened, reinforcing the Board’s commitment to
enhancing shareholder value and managing the discount proactively. From 1
August 2025 to 30 September 2025, the Company repurchased 1,665,879 shares
(representing 1.4% of issued share capital), at a total cost of £5.9m, at an
average discount of 10.9%.

 

The introduction of the Conditional Tender Offer will not change the Board's
current approach to discount management. The Board is firmly committed to
actively buying back its own shares when it believes this to be in
shareholders’ best interests.

 

Andrew Impey, Chair of the Company, commented,

 

 “The Board is pleased to have secured a revised, competitive portfolio
management fee from its Portfolio Manager, whose clearly differentiated
investment process has delivered robust, long-term, risk-adjusted returns. The
newly introduced Conditional Tender Offer further aligns the Portfolio Manager
with shareholders, as the Portfolio Manager seeks to deliver outperformance of
the Index over longer time periods. Meanwhile, the Board has stepped up share
buybacks in response to the Company’s persistent discount and intends to
continue repurchasing the Company’s shares at an appropriately active
level.”

 

- END -

 

Helen Goldsmith/Tom Skinner
Investec Bank plc, Corporate Broker
020 7597 4000

 

Katherine Manson
Frostrow Capital LLP, Company Secretary
020 3709 8734

 

Catriona Crellin

Kepler Partners LLP, Media Enquiries

07934 578932
 

 



Copyright (c) 2025 PR Newswire Association,LLC. All Rights Reserved