Tender Offer

RNS Number : 6874G

JPMorgan European Smaller Co.

17 May 2011

 



JPMORGAN EUROPEAN SMALLER COMPANIES TRUST PLC

LONDON STOCK EXCHANGE ANNOUNCEMENT

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN

17th May 2011

Tender Offer for up to 5 per cent. of the Shares in issue of the Company

Following discussions between the Board and certain major Shareholders the Board has decided to implement a limited tender offer for up to 5 per cent. of the Company's Ordinary Shares at a tender price being the NAV per Share (including undistributed revenue reserves) less the direct costs and expenses of the tender offer (including stamp duty and portfolio realisation costs) and a further 3 per cent discount.

The Tender Offer will be made by Cenkos Securities plc who will act as principal, purchasing the shares by means of on market purchases and selling them on to the Company.

The tender offer requires approval by Shareholders and a special resolution will therefore be put to Shareholders at a General Meeting to be held immediately after the Company's Annual General Meeting on 8th July 2011. The Record Date for the tender offer is the close of business on 16th May 2011.

Shareholders (other than those who are resident in, or citizens of, Australia, Canada, Japan or the United States) will be entitled to tender up to their basic entitlement of 5 per cent of the shares they held as at the Record Date and also to tender additional Shares. However any such excess tenders above the basic entitlement will only be satisfied to the extent that other Shareholders tender less than their aggregate basic entitlement and will be satisfied on a pro rata basis.

A document setting out the terms of the tender offer and seeking the necessary Shareholder approvals will be despatched to Shareholders with the Annual Report and Account on or around 7th June 2011.

Expected timetable

Record Date for Tender Offer	close of business on 16th May
Circular despatched to Shareholders	7th June
Closing Date: latest time and date for receipt of Tender Offer forms or for  settlement of TTE Instructions	11.00 am on 5th July
Annual General and general meeting to approve tender Calculation date for the tender price	Noon on 8th July 13th July
Results of Tender Offer and tender price announced	15th July
Settlement Date: cheques despatched and  payments through CREST made	on or as soon as practicable after 28th July
Balancing Share certificates despatched and  CREST accounts credited in respect of  unsuccessful tenders	on or as soon as practicable after 15th August

For further information please contact:

JPMorgan Asset Management (UK) Limited

Jonathan Latter            [e-mail]          [phone] 

Cenkos Securities plc                      

Will Rogers                  [e-mail]                         [phone]

Chris Lunn                   [e-mail]                            [phone]

Cenkos Securities Plc, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as the adviser to the Company and is acting for no-one else in connection with the Tender Offer and the contents of this announcement, and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Cenkos Securities Plc nor for providing advice in connection with the Tender Offer and the contents of this announcement or any other matter referred to herein.

Cenkos Securities Plc is not responsible for the contents of this announcement.

 

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