Result of General Meeting and Tender Offer

AVI Japan Opportunity Trust PLC

10 December 2024

 

THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION IN WHOLE OR IN PART IN CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OR ANY OTHER JURISDICTION WHERE ITS RELEASE, PUBLICATION OR DISTRIBUTION IS OR MAY BE UNLAWFUL.  

AVI Japan Opportunity Trust PLC

(the "Company")

Result of General Meeting and Tender Offer

AVI Japan Opportunity Trust plc announces that, at its general meeting held earlier today, convened with the purpose of approving the Tender Offer, the resolution put to shareholders was duly passed.

Details of the number of votes cast for, against and withheld in respect of the resolution are set out below and will also be published on the Company's website:

Resolution	Votes For and Discretionary	%	Votes Against	%	Total votes cast	Issued share capital voted (%)	Votes withheld
1 - Authority to make market purchases of ordinary shares	48,874,591	99.52%	236,401	0.48%	49,110,992	34.87%	24,628

For the purposes of section 341 of the Companies Act 2006, the votes validly cast are expressed in the table above as a percentage of the Company's total voting rights as at the close of business on 6 December 2024, being the time at which a shareholder had to be registered in the register of members in order to vote at the General Meeting. A vote "withheld" is not a vote in law and has not been counted as a vote "for" or "against" the resolution.

The full text of the resolution can be found in the notice of General Meeting contained in the Company's circular to shareholders dated 15 November 2024 (the "Circular").

Tender Offer

On 15 November 2024, the Company announced that it would offer Shareholders the opportunity to tender some or all of their Shares for sale. The Company has received applications from eligible shareholders to tender in aggregate 3,637,759 Shares, equivalent to 2.58 per cent. of the Company's issued share capital. In accordance with the process described in the Circular, the Company intends therefore to complete the Tender Offer by purchasing 3,637,759 Shares at the Tender Price of 152.37 pence, being equal to a 2 per cent discount to the NAV per Share at the Calculation Date less any transaction costs directly associated with realising assets to satisfy elections under the Tender Offer.

As previously announced, the proceeds payable to Shareholders whose tendered Ordinary Shares are held through CREST accounts are expected to be made on 18 December 2024 and that cheques and balance share certificates for the certificated Ordinary Shares purchased under the Tender Offer will be despatched by 23 December 2024.

Norman Crighton, Chairman, commented:

"We are pleased to see the positive reaction from shareholders in response to our full exit opportunity (which in light of our continued focus on good governance will now be offered on an annual basis) as demonstrated by approximately 2.6% of shareholders electing to tender their shares.

The Board firmly believes that the opportunities available to the Company are now even more attractive than they were when the Company was launched in 2018, and the Company's strong performance is a testament to the Investment Manager's constructive approach to active engagement and the rich opportunity set for long-term orientated investors in an inefficient, overlooked and unresearched market."

Annual Exit Opportunity

As announced on 14 October 2024, the Board will offer the Exit Opportunity to Shareholders on an annual basis, with the next Exit Opportunity being made available to Shareholders in October 2025, and every twelve months thereafter.

The Board has an active discount management policy, and monitors its discount/premium situation closely, seeking to ensure that Shareholders are protected from the downside of a widening discount while also taking advantage of any premium at which the shares may trade to grow the Company. The Board expects the annual Exit Opportunity to enhance its existing approach to discount management, providing a strong platform for future growth of the Company.

Total Voting Rights

Following the completion of the Tender Offer, the Company will have 137,198,943 Ordinary Shares in issue, with 825,716 Ordinary Shares held in treasury. Therefore, the total number of voting rights in the Company will be 136,373,227 and this figure may be used by Shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Defined terms used in this announcement have the meanings given in the Circular unless the context otherwise requires.

10 December 2024

LEI: 894500IJ5QQD7FPT3J73

 

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