Tender Offer

RNS Number : 2843E

Pacific Horizon Investment Tst PLC

06 February 2015

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW.

6 February 2015

PACIFIC HORIZON INVESTMENT TRUST PLC

Tender offer

At the Annual General Meeting held on 30 October 2014, Pacific Horizon Investment Trust PLC (the "Company") obtained shareholder approval to implement, at the Board's discretion, a bi-annual tender offer for up to five per cent of the Company's shares in the event that the discount at which the Company's shares trade relative to the fair value cum-income net asset value per share averaged more than nine per cent during the six month periods to 31 January and 31 July 2015.

Over the period between 1 August 2014 and 31 January 2015, the Company's ordinary shares have traded at an average daily discount of 9.9 per cent relative to their fair value cum-income net asset value.  Accordingly, the Board has decided to exercise its discretion to implement a tender offer for up to five per cent. of the Company's shares in respect of this six month period.

The record date for participation in the tender offer is 10 February 2015 (the "Record Date"). The proposed tender offer will enable shareholders to tender all or part of their ordinary shares for cash, subject to a maximum of five per cent of the Company's shares.  Under the terms of the tender offer, which will be made by J.P. Morgan Cazenove, shareholders will be entitled to tender up to their basic entitlement of five per cent of the shares they held as at the Record Date (their "Basic Entitlement") and 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. Tender applications will be rounded down to the nearest whole number of shares.

The tender price will be at a two per cent. discount to the fair value cum-income net asset value per share (inclusive of undistributed revenue reserves) on the calculation date, less the direct costs and expenses of the tender offer (including stamp duty and portfolio realisation costs).  The tender offer calculation date is expected to be close of business on 10 April 2015 and the results of the tender offer and the tender price are expected to be announced on or around 14 April 2015.

A circular containing further details of the tender offer and the procedure for tendering shares is expected to be dispatched with the Company's Half-Yearly Financial Report on or around 12 March 2015.

Overseas Shareholders

The tender offer is not being made to shareholders who are resident in, or citizens of, Australia, Canada, Japan, The Republic of South Africa and the United States (the "Restricted Jurisdictions"). Such shareholders are being excluded from the tender offer to avoid breaching applicable local laws relating to the implementation of the tender offer. Accordingly, copies of documentation relating to the tender offer will not be and must not be mailed or otherwise distributed in or into any of the Restricted Jurisdictions.

All enquiries:

Baillie Gifford & Co Limited, Company Secretaries

Anzelm Cydzik    Tel: [phone]

J.P. Morgan Cazenove

William Simmonds        Tel: [phone]

J.P. Morgan Securities plc, which conducts its UK investment banking activities as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), which is authorised and regulated by the Prudential Regulation Authority and by the Financial Conduct Authority in the United Kingdom, is acting exclusively for the Company and 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 J.P. Morgan Cazenove nor for providing advice in connection with the tender offer and the contents of this announcement or any other matter referred to herein.

J.P. Morgan Cazenove is not responsible for the contents of this announcement.

 

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