JANUS HENDERSON FUND MANAGEMENT UK
LIMITED
THE EUROPEAN SMALLER COMPANIES TRUST
PLC
Legal Entity Identifier:
213800N1B1HCQG2W4V90
20 January 2025
THE EUROPEAN SMALLER
COMPANIES TRUST PLC
("ESCT" or the
"Company")
Saba's Damaging
Proposals
The Board of The European Smaller
Companies Trust PLC, formerly known as TR European Growth Trust
PLC, has noted the announcement by Saba Capital Management, L.P.
("Saba") on 13 January 2025, the
webinar it held on 14 January 2025 and the presentation it
published on 16 January 2025, in which Saba has made clear its
intentions while continuing to make misleading statements regarding
your Company.
Saba intends to take effective control of your Company and
drastically alter your investment exposure
· Saba
has confirmed its intention is to take over the management of your
Company, with Saba being the beneficiary of the future fees it
would earn as manager.
· Saba
intends to radically change your Company's investment strategy away
from European small cap equities, at a time when the sector is
attractively valued.
· This
means your Company would no longer invest in European smaller
companies but would become an investment trust which will invest in
other investment companies.
· Shareholders may end up invested in a vehicle which no longer
meets their investment objectives.
Saba continues to make misleading
statements regarding your Company's
performance
· Saba's
strategy is one of deliberate misdirection, by choosing to ignore
the strong investment performance of the Company to advance its own
agenda.
· Your
Company has outperformed its benchmark over one, three, five and
ten years and since your current portfolio manager, Ollie Beckett,
took over the management of the portfolio in 2011.
· Your
Company has generated NAV total returns of 51.6% over five years
and 202.2% over ten years to 31 December 2024, delivering strong
absolute and relative returns to shareholders over the
long-term.
· Your
Company has introduced a policy of targeting a mid-single digit
discount, in normal market conditions.
It
is your Board's belief that Saba has targeted your Company, which
has a long-term record of investment outperformance, because it
believes that a sufficient number of shareholders will not vote,
allowing it to obtain effective control so it can benefit from the
future fees it would earn as manager.
Your Board unanimously recommends that shareholders VOTE
AGAINST ALL Resolutions. The
Requisitioned General Meeting will be held at 12.30 p.m. on 5
February 2025 at 201 Bishopsgate, London EC2M 3AE and the
deadline for the
receipt of proxies is 12.30 p.m. on 3 February 2025.
However,
shareholders voting via a platform should note that their deadline
will be earlier than this.
James Williams, Chairman of The European Smaller Companies
Trust PLC, said:
"Saba's intentions are now clear, they want to seize control
of your company, appoint themselves as manager, profit from the
prospective management fees and change the investment approach.
This will deny shareholders the opportunity to benefit from a
proven investment strategy in European smaller companies. It could
also leave them invested in a vehicle which may be wholly
unsuitable for their investment objectives.
"We encourage all the Company's shareholders to urgently
review the circular. This contains the information necessary for
you to make an informed decision as the outcome of the vote will
impact your investment. It is incredibly important that as
many shares as possible are voted so that shareholders' wishes are
made absolutely clear."
YOUR VOICE
MATTERS:
STAND AGAINST SABA, SAFEGUARD
YOUR INVESTMENT
Enquiries:
Janus Henderson Secretarial Services
UK Limited
Corporate Secretary to The European
Smaller Companies Trust PLC
+44 (0)20 7818
1818
Dan Howe
Head of Investment Trusts, Janus
Henderson Investors
+44 (0)20 7818 1818
Winterflood Securities
Limited
Neil Langford / Rose Ramsden
(Corporate Finance)
Darren Willis / Innes Urquhart
(Corporate Sales)
+44 (0)20 3100 0000
Edelman Smithfield
John Kiely / Latika Shah
+44 (0)7785 275 665 / +44 (0)7950
671 948
Georgeson
esct@georgeson.com
IMPORTANT INFORMATION
This announcement does not constitute or form part of, and should
not be construed as, an offer for sale or subscription of, or
solicitation of any offer to subscribe for or to acquire, any
ordinary shares in the Company in any jurisdiction.
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.
This announcement may include statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates",
"anticipates", "expects", "intends", "may", "might", "will" or
"should" or, in each case, their negative or other variations or
similar expressions. All statements other than statements of
historical facts included in this announcement, including, without
limitation, those regarding the Company's financial position,
strategy, plans, and objectives, are forward-looking
statements.
Forward-looking statements are subject to risks and uncertainties
and, accordingly, the Company's actual future financial results and
operational performance may differ materially from the results and
performance expressed in, or implied by, the statements. These
forward-looking statements speak only as at the date of this
announcement and cannot be relied upon as a guide to future
performance. Subject to its legal and regulatory obligations, the
Company expressly disclaims any obligations or undertaking to
update or revise any forward-looking statements contained herein to
reflect any change in expectations with regard thereto or any
change in events, conditions or circumstances on which any such
statement is based unless required to do so by law or any
appropriate regulatory authority.