BlackRock American Income Trust plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
FOR IMMEDIATE RELEASE
20 December 2024
(LEI: 549300WWOCXSC241W468)
BlackRock American Income Trust plc
Publication of Circular and Notice of General Meeting to Renew the Company's authority to buy back Ordinary Shares
The Board of BlackRock American Income Trust plc (the "Company") announces that it has today published a Circular (the "Circular") which contains a notice of a general meeting (the "General Meeting"), at which the Board seeks Shareholders' approval to renew the Company's share buyback authority. The General Meeting will be held at 09.45 a.m. on 23 January 2025 at 12 Throgmorton Avenue, London EC2N 2DL.
At the Company's annual general meeting held on 14 March 2024 (the "2024 AGM"), the Directors were granted authority to make market purchases of up to 11,742,832 Ordinary Shares, representing 14.99 per cent. of the issued ordinary share capital of the Company (excluding treasury shares) as at the date of the 2024 AGM. As at the Latest Practicable Date, the Company has bought back 8,162,451 Ordinary Shares and the authority granted at the 2024 AGM has been substantially utilised. The Directors have concluded that the remaining capacity would be fully utilised before the Company's next annual general meeting (the "2025 AGM"), which is expected to be held in March or April 2025, if the Company's purchases of its own shares were to continue at the same rate as they have since the 2024 AGM. The Directors therefore wish to seek approval for a renewal of this authority.
Background to, and reasons for, the proposed renewal of the buyback authority
The Directors recognise the importance to investors that the market price of the Company should not trade at a significant discount to the underlying Net Asset Value per Ordinary Share. Accordingly, the Directors monitor the share price of the Company closely and in normal market conditions use the authority granted to them to make market purchases of Ordinary Shares when they believe it is in the best interests of Shareholders to do so and to ensure that the share price does not go to an excessive discount.
As at the Latest Practicable Date, the Company has capacity to buy back only a further 3,580,381 Ordinary Shares, which represents 4.6 per cent. of the issued ordinary share capital (excluding treasury shares) as at the date of the 2024 AGM. Were the current rate of buybacks to continue, the Directors anticipate that the buyback authority would be exhausted prior to the 2025 AGM which is expected to be held in March or April 2025.
The Directors are therefore proposing to convene the General Meeting to seek the authority from Shareholders to renew the Company's authority to buy back Ordinary Shares, with such renewed authority expiring at the conclusion of the 2025 AGM, at which point the Directors intend to seek further renewal of the authority to make market purchases of Ordinary Shares. This renewed authority would provide the Company the necessary flexibility to continue to manage the discount to Net Asset Value per Ordinary Share at which the Ordinary Shares are trading.
The Resolution to be considered at the General Meeting will, if passed, give the Directors the authority to make market purchases of up to 10,519,281 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.
The Resolution will authorise the Company to make market purchases of Ordinary Shares for a maximum price (exclusive of expenses) of the higher of (i) 105 per cent. of the average of the middle market quotations of the Ordinary Shares for the five dealing days preceding the purchase and (ii) the higher of the price quoted for (a) the last independent trade of and (b) the highest independent bid for, any number of Ordinary Shares on the trading venue where the purchase is carried out. The minimum price (exclusive of expenses) which may be paid for any such Ordinary Share shall be 1p.
The Directors intend to use this authority where they have determined that it is in the best interests of Shareholders to do so with the objective of ensuring that the share price of the Ordinary Shares does not go to an excessive discount to the Net Asset Value per Ordinary Share. All Ordinary Shares purchased pursuant to the authority granted by the Resolution shall be either held in treasury or cancelled immediately upon completion of the purchase.
Benefits of the proposal
If the renewal of the buyback authority is granted, this will allow the Company to continue to buy back Ordinary Shares with the objective of ensuring that the share price of the Ordinary Shares does not go to an excessive discount to the Net Asset Value per Ordinary Share. Without such approval, the Directors may not have sufficient authority to continue to buy back Ordinary Shares. In such circumstances, it might be expected that the discount would widen through a fall in the share price relative to the underlying Net Asset Value per Ordinary Share, which is to the detriment of all existing Shareholders.
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. The Circular and the Notice of the General Meeting will also be available on the Company's website at https://www.blackrock.com/uk/solutions/investment-trusts/our-range/blackrock-american-income-investment-trust/trust-information.
Unless otherwise defined, all definitions used in this announcement will have the same meaning as described in the Circular.
For further information, please contact:
BlackRock Investment Management (UK) Limited, Investment Manager
+44 (0) 20 7743 1869
Charles Kilner, Director
Cavendish Securities, Corporate Adviser
+44 (0) 20 7397 1915
Tunga Chigovanyika, Corporate Finance Director
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