Share buy-back authority through closed period
Downing Strategic Micro-Cap Investment Trust plc
LEI: 213800QMYPUW4POFFX69
5 October 2020
Share buy-back authority through closed period
Downing Strategic Micro-cap Investment Trust plc (“the Company”) announces that it has authorised its broker, Shore Capital Stockbrokers Ltd (“Shore Capital”), to repurchase ordinary shares in the Company (the “buy-back agreement”) within the parameters set out below from the date of this announcement until the announcement of its half yearly results expected to be 7am on Monday 2 November 2020 (the “buy-back period”).
The directors of the Company confirm that any inside information known to the directors and the Company up to the date of this notice has been notified to a Regulated Information Service ("RIS"). Accordingly, the Company is not prohibited from granting this authority under this buy-back agreement.
The buy-back agreement provides that purchases of shares during the buy-back period shall be subject to the following parameters:
- the value of shares acquired shall not exceed £50,000 per trading day but if a lesser value is acquired on any one day the difference between the value acquired and £50,000 can be accumulated with any other such differences, carried forward, and used for additional share acquisitions in subsequent days up to the maximum value of all acquisitions in the buy-back period set out in (ii);
- maximum value of Shares acquired in this buy-back period shall not, in aggregate, exceed £750,000;
- the maximum price paid per share shall be no more than the higher of: (a) 105% of the average middle market closing prices of the shares for the five dealing days preceding the date of such purchase; and (b) the last independent trade and the highest current independent bid for the shares at the time that the purchase is carried out;
- the price paid per share shall not be more than 82% of Shore Capital’s estimate of the net asset value of the Company’s shares at the time of each purchase;
- no purchases are to be made on any dealing day when the company appears on the Disclosure Table published by the Panel on Takeovers and Mergers; and
- the maximum number of shares acquired shall not, in aggregate, exceed the authorities granted at the Company’s last annual general meeting.
The buy-back agreement also provides that the Company shall not:
- exercise any influence over how, when or whether Shore Capital effects the purchases contemplated by the buy-back agreement, or
- alter or deviate from the buy-back agreement or change the number of shares, price or timing of the purchases. The buy-back agreement may only be terminated by Shore Capital.
For further information, please contact:
Shore Capital Robert Finlay/Hugo Masefield 020 7408 4050
Company Secretary Grant Whitehouse 020 7630 4333
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