NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended
CT Healthcare Trust plc (the "Company")
Results of Quarterly Tender Offer
3 June 2026
Further to the quarterly tender offer launched by the Company on 14 May 2026 (the "Tender Offer") for up to 15 per cent. of the Company's issued Shares (excluding any Shares held in treasury), the Company today announces:
· that 9,813,337 Shares were validly tendered pursuant to the Tender Offer, equal to 17.6 per cent. of the 55,522,399 Shares in issue (excluding any Shares held in treasury); and
· that at the General Meeting held at 11.00 a.m. today at the offices of Hogan Lovells International LLP, Atlantic House, 50 Holborn Viaduct, London EC1A 2FG, each of the resolutions proposed were duly passed on a poll.
The maximum number of Shares to be acquired under the Tender Offer is 8,386,387 Shares, representing 15 per cent. of the Shares in issue (excluding any Shares held in treasury) as at 13 May 2026, being the latest practicable date prior to the publication of the Circular (the "Available Shares").
Accordingly, Eligible Shareholders who validly tendered a percentage of their Shares equal to or less than their Basic Entitlement shall have all tendered Shares purchased in full under the Tender Offer and Eligible Shareholders who validly tendered a percentage of Shares greater than their Basic Entitlement will have an amount of Shares equal to their Basic Entitlement purchased in full plus approximately 76 per cent. of their Excess Applications, in accordance with the process described in the circular announcing the Tender Offer (the "Circular").
After taking account of the rounding down of each valid applicant's participation to the nearest whole Share, the Company will purchase in aggregate 8,386,370 Shares under the Tender Offer.
Threadneedle Asset Management Holdings Limited ("TAMHL"), an affiliate of the Company's AIFM and investment manager CTIBL, participated in the Tender Offer in order to ensure that TAMHL and its Concert Parties continue to be interested in less than 30 per cent of the voting rights in the Company following completion of the Tender Offer. Accordingly, following the purchase of Shares under the Tender Offer, TAMHL and its Concert Parties will maintain their existing aggregate holdings of Shares, being equal to approximately 25 per cent. of the voting rights in the Company.
The price at which tendered Shares will be purchased (the "Tender Price") will be equal to the prevailing Net Asset Value per Share as at the Calculation Date of 2 June 2026 less the Tender Offer Expenses per Share. The final Tender Price for successfully tendered Shares will be announced later today.
The results of the resolutions proposed at the General Meeting, each of which was held by poll, were as follows:
|
Ordinary Resolution |
In favour* |
% shares voted in favour |
Against |
% shares voted against |
Votes withheld** |
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To approve the sale of Shares under the Matching Facility at a price less than prevailing NAV per Share |
17,368,445 |
98.93% |
187,675 |
1.07% |
16,569 |
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Special Resolution |
In favour* |
% shares voted in favour |
Against |
% shares voted against |
Votes withheld** |
|
To approve the repurchase of Shares pursuant to the Tender Offer |
17,512,422 |
99.74% |
45,634 |
0.26% |
14,633 |
* Votes for include discretionary votes
** A vote withheld is a not a vote in law and is not counted in the votes for or against a resolution
The full text of the resolutions can be found in the Circular which is available for inspection at the National Storage Mechanism https://data.fca.org.uk/#/nsm/nationalstoragemechanism and also on the Company's website www.cthealthcaretrust.co.uk.
Terms used and not otherwise defined in this announcement shall have the meanings given to them in the Circular.
For further information, please contact:
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CT Healthcare Trust plc |
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Sarah MacAulay, Chairman
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Columbia Threadneedle Investments |
+44 (0) 207 464 5000 |
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Marrack Tonkin, Head of Investment Trusts
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JP Morgan Cazenove |
+44 (0) 20 3493 8000 |
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William Simmonds / Rupert Budge
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Company Secretary NSM Funds (UK) Ltd Brian Smith / Ciara McKillop |
+44 (0) 20 3697 5770
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Columbia Threadneedle Investments Scott McEllen
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+44 (0) 131 573 8372 |
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