TIDMINV
RNS Number : 1749H
Investment Company PLC
26 July 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE
UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY
STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
(COLLECTIVELY, THE "UNITED STATES"), AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH
PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMATION,
OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE
OR DISPOSE OF ANY SECURITIES IN THE INVESTMENT COMPANY PLC OR ANY
OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE
FACT OF ITS DISTRIBUTION SHALL FORM THE BASIS OF, OR BE RELIED ON
IN CONNECTION WITH, ANY INVESTMENT DECISION IN RESPECT OF THE
INVESTMENT COMPANY PLC.
26 July 2023
The Investment Company plc
("The Investment Company" or the "Company")
Admission, Director Dealings and Total Voting Rights
The Investment Company is pleased to confirm, inter alia, the
Completion of the Tender Offer, Admission of new Ordinary Shares,
the appointment of Chelverton Asset Management Limited
("Chelverton") as the Company's investment manager, amendment to
the Company's investment objective and policy, amendment to the
Company's articles of association and the appointment of David
Horner as a Director of the Company.
Ian Dighé, Chairman of The Investment Company, said:
"Whilst we start the Company's next chapter as a modest sized
investment trust, the Company's assets are now to be managed by an
award-winning asset manager in Chelverton, with a strong track
record of creating value for its investors, whilst increasing
investment funds' size. I would like to welcome David Horner, the
Managing Director and founder of Chelverton, to the board and I
look forward to working with him and his colleagues as we look to
maximise capital growth over the long term by investing in high
quality small and mid-cap companies.
"I would also like to take this opportunity to thank Michael
Weeks for his significant contribution to the Company over the past
three years and to wish him well for the future."
David Horner, Managing Director of Chelverton and non-executive
Director of The Investment Company, said:
"I am delighted that Chelverton has been appointed as the
investment manager of The Investment Company and to be joining the
board. The Investment Company is complementary to the other funds
we manage and we will continue to focus on our specialism in UK
small and mid-cap companies where we believe there is long-term
value.
"Smaller companies in the long-term have outperformed the Main
Market on a total return basis. When this out-performance is
compounded, the investment case becomes even more compelling. We
have a very experienced team and an investment approach which we
believe allows us to identify under-priced assets and take
advantage of these dynamics. The UK equities market continues to
trade at a significant discount to broader global equities and,
despite the continuing inflationary concerns, we believe it offers
many attractive investment opportunities that will provide
long-term capital appreciation for the shareholders of The
Investment Company."
Admission and Total Voting Rights
Further to its announcement on 19 July 2023, the Company
confirms that 812,829 new Ordinary Shares will be admitted to the
premium listing segment of the Official List and to trading on the
Main Market of the London Stock Exchange at 8.00 a.m. today.
Following Admission, and completion of the Tender Offer, the
Company's total issued share capital will comprise of 5,584,878
Ordinary Shares. The Company will hold all 3,747,673 Ordinary
Shares that were repurchased pursuant to the Tender Offer in
treasury. Therefore, the total number of shares with voting rights
in the Company will be 1,837,205.
The above figure of 1,837,205 may be used by Shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest, or a change to their
interest in, the Company under the FCA's Disclosure Guidance and
Transparency Rules.
Board Changes
As set out in the Prospectus, the Board also confirms that
Michael Weeks has resigned from the Board and that David Horner has
been appointed as a non-independent non-executive Director of the
Company, effective immediately. Further details concerning David's
appointment, including information required pursuant to LR 9.6.13R,
are contained within Part 10 of the Prospectus.
Director Dealings
The Company confirms the subscriptions of certain Directors for
ordinary shares in the Issue as outlined in the announcement on 19
July 2023.
The notifications at the end of this announcement, made in
accordance with of the UK Market Abuse Regulation, provide further
detail.
Any capitalised terms used but not otherwise defined in this
announcement have the meaning set out in the prospectus published
by the Company on 9 June 2023 in connection with the Issue (the
"Prospectus").
Enquiries
The Investment Company
Ian Dighé, Chairman +44 (0) 20 3934 6630
info@theinvestmentcompanyplc.co.uk
Singer Capital Markets - Corporate
Broker +44 (0)20 7496 3000
James Moat / Alex Bond / James
Fischer
ISCA Administration Services
Limited
Company Secretary +44 (0) 1392 487056
LEI: 2138004PBWN5WM2XST62
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name 1. Ian Dighé
2. Martin Perrin
3. David Horner
------------------------------- --------------------------------------------
Reason for the notification
2
-----------------------------------------------------------------------------
a) Position/status 1. Chairman and Non-Executive Director
2. Non-Executive Director
3. Non-Executive Director
------------------------------- --------------------------------------------
b) Initial notification/Amendment Initial notification
------------------------------- --------------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------------
a) Name The Investment Company plc
------------------------------- --------------------------------------------
b) LEI 2138004PBWN5WM2XST62
------------------------------- --------------------------------------------
Details of the transaction(s): section to be repeated
4 for (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-----------------------------------------------------------------------------
a) Description of Ordinary Shares of 50 pence each
the financial
instrument, type
of instrument ISIN: GB0004658257
Identification
code
------------------------------- --------------------------------------------
b) Nature of the Placing for cash
transaction
------------------------------- --------------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
1. 348.38 pence 7,176
----------
2. 348.38 pence 10,046
----------
3. 348.38 pence 28,704
----------
------------------------------- --------------------------------------------
d) Aggregated information N/A - single transaction
* Aggregated volume
* Price
------------------------------- --------------------------------------------
e) Date of the transaction 26 July 2023
------------------------------- --------------------------------------------
f) Place of the transaction Outside a trading venue
------------------------------- --------------------------------------------
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name Michael Weeks
------------------------------- ---------------------------------------------
Reason for the notification
2
------------------------------------------------------------------------------
a) Position/status Non-Executive Director (resigned with effect
from 26 July 2023)
------------------------------- ---------------------------------------------
b) Initial notification/Amendment Initial notification
------------------------------- ---------------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
------------------------------------------------------------------------------
a) Name The Investment Company plc
------------------------------- ---------------------------------------------
b) LEI 2138004PBWN5WM2XST62
------------------------------- ---------------------------------------------
Details of the transaction(s): section to be repeated
4 for (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
------------------------------------------------------------------------------
a) Description of Ordinary Shares of 50 pence each
the financial
instrument, type
of instrument
ISIN: GB0004658257
Identification
code
------------------------------- ---------------------------------------------
b) Nature of the Disposal pursuant to the Tender Offer
transaction
------------------------------- ---------------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
337.76 pence 32,000
----------
------------------------------- ---------------------------------------------
d) Aggregated information N/A - single transaction
* Aggregated volume
* Price
------------------------------- ---------------------------------------------
e) Date of the transaction 26 July 2023
------------------------------- ---------------------------------------------
f) Place of the transaction Outside a trading venue
------------------------------- ---------------------------------------------
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END
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