Results of the Scheme and Issue of New Shares

Schroder Asian Total Retn InvCo PLC

24 September 2026

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA OR IN ANY OTHER 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 to, or for the account or benefit of "U.S. persons" (as defined below), 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 on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

LEI: 549300TQNNGZ0JHO2L78

24 September 2026

Schroder Asian Total Return Investment Company plc

("ATR" or the "Company")

Combination with Pacific Assets Trust

Results of the Scheme and Issue of New Shares

Results of the Scheme and Issue of New Shares

The Board of Schroder Asian Total Return Investment Company plc is pleased to announce that the Company will acquire substantially all of the net assets from Pacific Assets Trust ('PAC') in consideration for the issue of 52,124,870 new ordinary shares in the capital of ATR ('New Shares') to eligible PAC Shareholders in connection with the voluntary winding up of PAC pursuant to a scheme of reconstruction under section 110 of the Insolvency Act 1986 (the 'Scheme') following the passing today of the resolution proposed at the Second PAC General Meeting.

ATR ordinary shares

The number of New Shares to be issued to eligible PAC Shareholders and to the liquidators of PAC for sale in the market for the benefit of Excluded PAC Shareholders was calculated based on the ATR FAV per Share of 732.219527 pence and the PAC Rollover FAV per Share of 445.370762 pence, producing a conversion ratio of 0.608247 New Shares per PAC Share, each calculated in accordance with the Scheme.

As set out in the shareholder circular published by the Company on 11 August 2026 (the "Circular"), fractions of 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.

Admission

Application has been made by the Company for the 52,124,870 New Shares to be admitted to trading on the Main Market of the London Stock Exchange ("Admission"). It is expected that Admission will take place at 8.00am on 25 September 2026.

Following Admission, the Company's share capital will comprise 161,239,521 ordinary shares of which 16,902,940 ordinary shares are held in treasury. Each ordinary share (other than an ordinary share held in treasury) is entitled to one vote such that, following Admission, the total number of voting rights in the Company will be 144,336,581.

The figure of 144,336,581 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 Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Sarah MacAulay, Chair of Schroder Asian Total Return Investment Company plc, commented:

"We are delighted to have completed this combination with Pacific Assets and welcome all of our new shareholders and two new directors to the Company.  We believe that shareholder support for the combination reflects the strong performance delivered by the portfolio management team, as well as the well-understood and consistently applied discount management policy. As a result of the Scheme, ATR will increase to c.£1 billion of net assets with a reduced ongoing management fee, delivering clear benefits for both existing and incoming shareholders while enhancing its appeal amongst investors."

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

Enquiries:

Schroder Investment Management Limited

Katherine Fyfe (Company Secretary)                                                                   0207 658 3136

Charlotte Banks (Press)                                                                                       0207 658 9063

John Spedding (Head of Investment Trusts)                                                        0207 658 3206

Winterflood, trading as a division of Marex Financial

Neil Morgan / Rose Ramsden (Corporate Finance)                                            [phone]

Darren Willis / Innes Urquhart (Corporate Sales)

The person responsible for arranging for the release of this announcement on behalf of Schroder Asian Total Return Investment Company plc is Katherine Fyfe, Company Secretary.

This announcement is not an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act"), and may not be offered or sold in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the US Securities Act), except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States or in any other jurisdiction.

The Company has not been, and will not be, registered under the US Investment Company Act of 1940, as amended (the "US Investment Company Act"), and investors will not be entitled to the benefits of that act. No offer, purchase, sale or transfer of the securities referred to herein may be made except under circumstances which will not result in the Company being required to register as an investment company under the US Investment Company Act.

The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements. When you sell your investment you may get back less than you originally invested. Figures refer to past performance and past performance should not be considered a reliable indicator of future results. Returns may increase or decrease as a result of currency fluctuations.

Marex Financial ("Marex") which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for ATR and for no one else in connection with the Proposals, will not regard any other person as its client in relation to the Proposals and will not be responsible to anyone other than ATR for providing the protections afforded to its clients or for providing advice in relation to the Proposals, or any of the other matters referred to in this announcement. This does not exclude any responsibilities or liabilities of Marex under the Financial Services and Markets Act 2000, as amended, or the regulatory regime established thereunder.

 

END