Result of the Scheme and Issue of New Shares

STS Global Income & Growth Trust

27 March 2024

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT  ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, ANY MEMBER STATE OF THE EEA, OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in the United States or in any other jurisdiction in which the same would be unlawful. Neither this announcement, nor any part of it, shall form the basis of, or be relied upon in connection with, or act as an inducement to enter into, any contract or commitment whatsoever.

27 March 2024

STS Global Income & Growth Trust plc

 LEI: 549300UZ1Y7PPQYJGE19

Result of the Scheme and Issue of New STS Shares

The Board of STS Global Income & Growth Trust plc (the "Company" or "STS") notes the announcement by the Board of Troy Income & Growth Trust plc ("TIGT") that, earlier today, TIGT Shareholders approved the combination of the assets of TIGT with the assets of the Company by way of the Scheme. Accordingly, the Board of STS is pleased to announce that the Company will acquire approximately £118 million of net assets from TIGT in consideration for the issue of 52,889,037 New Shares to TIGT Shareholders in accordance with the Scheme.

The number of New Shares to be issued was calculated based on a STS FAV per Share of 222.637614 pence and a TIGT FAV per Share of 71.868923 pence, producing a conversion ratio of approximately 0.322806 New Shares for every TIGT Share rolling over, each calculated in accordance with the Scheme. As set out in the Shareholder circular published by the Company on 23 February 2024 (the "Circular"), fractional entitlements to New Shares arising as a result of the conversion ratio will not be issued under the Scheme and entitlements to such New Shares will be rounded down to the nearest whole number.

Applications have been made for the New Shares to be admitted to listing on the premium segment of the Official List of the Financial Conduct Authority and to trading on the main market for listed securities of the London Stock Exchange (together, "Admission"). It is expected that Admission will take place at 8.00 a.m. on 28 March 2024.

Following the issue of the New Shares noted above, the Company's ordinary share capital will consist of 140,667,415 Shares (excluding Shares held in treasury), with each Share holding one voting right. An additional 34,520,770 Shares are held in treasury.

The figure of 140,667,415 Shares may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in voting rights, or a change to their interest in the Company, under the Disclosure Guidance and Transparency Rules.

Capitalised terms used but not defined in this announcement will have the same meaning as set out in the Circular.

The Circular is available for viewing on the Company's website at https://www.stsplc.co.uk and the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The Chairman of STS, John Evans, commented:

"The Board of STS is very pleased with the support shown by the shareholders of STS and TIGT for the combination of the two Investment companies.

We believe that the Scheme offers a number of benefits to shareholders of the enlarged STS (including TIGT Shareholders that have rolled over their investment under the Scheme). The combination creates a larger investment trust with significantly reduced ongoing costs and enhanced marketability. Furthermore, STS will continue to follow Troy's long term, quality focussed, conservative investment management style with a global opportunity set. We believe this remains an attractive strategy for those with irreplaceable capital and looking for both income and capital growth."

Enquiries:

STS Global Income & Growth Trust plc
John Evans (Chairman)	Contact via J.P. Morgan Cazenove
Juniper Partners Limited	[phone]
Company Secretary
J.P. Morgan Cazenove	[phone]
William Simmonds
Rupert Budge

 

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