BlackRock
American Income Trust plc
NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
FOR
IMMEDIATE RELEASE
20 December 2024
(LEI:
549300WWOCXSC241W468)
BlackRock
American Income Trust plc
Publication
of Circular and Notice of General Meeting
to
Renew the Company's authority to buy back Ordinary
Shares
The Board
of BlackRock American Income Trust plc (the "Company")
announces that it has today published a Circular
(the "Circular")
which contains a notice of a general meeting (the
"General
Meeting"), at
which the Board seeks Shareholders' approval to renew the Company's
share buyback authority. The General Meeting will be held at
09.45 a.m. on 23 January 2025 at 12 Throgmorton Avenue,
London EC2N 2DL.
At the
Company's annual general meeting held on 14
March 2024 (the "2024
AGM"), the
Directors were granted authority to make market purchases of up to
11,742,832 Ordinary Shares, representing 14.99 per cent. of the
issued ordinary share capital of the Company (excluding treasury
shares) as at the date of the 2024 AGM. As at the Latest
Practicable Date, the Company has bought back 8,162,451 Ordinary
Shares and the authority granted at the 2024 AGM has been
substantially utilised. The Directors have concluded that the
remaining capacity would be fully utilised before the Company's
next annual general meeting (the "2025
AGM"), which
is expected to be held in March or April
2025, if the Company's purchases of its own shares were to
continue at the same rate as they have since the 2024 AGM.
The
Directors therefore wish to seek approval for a renewal of this
authority.
Background
to, and reasons for, the proposed renewal of the buyback
authority
The
Directors recognise the importance to investors that the market
price of the Company should not trade at a significant discount to
the underlying Net Asset Value per Ordinary Share. Accordingly, the
Directors monitor the share price of the Company closely and in
normal market conditions use the authority granted to them to make
market purchases of Ordinary Shares when they believe it is in the
best interests of Shareholders to do so and to ensure that the
share price does not go to an excessive discount.
As at the
Latest Practicable Date, the Company has capacity to buy back only
a further 3,580,381 Ordinary Shares, which represents 4.6 per cent.
of the issued ordinary share capital (excluding treasury shares) as
at the date of the 2024 AGM. Were the current rate of buybacks to
continue, the Directors anticipate that the buyback authority would
be exhausted prior to the 2025 AGM which is expected to be held in
March or April 2025.
The
Directors are therefore proposing to convene the General Meeting to
seek the authority from Shareholders to renew the Company's
authority to buy back Ordinary Shares, with such renewed authority
expiring at the conclusion of the 2025 AGM, at which point the
Directors intend to seek further renewal of the authority to make
market purchases of Ordinary Shares. This renewed authority would
provide the Company the necessary flexibility to continue to manage
the discount to Net Asset Value per Ordinary Share at which the
Ordinary Shares are trading.
The
Resolution to be considered at the General Meeting will, if passed,
give the Directors the authority to make market purchases of up to
10,519,281 Ordinary Shares, or, if less, that number of Ordinary
Shares which is equal to 14.99 per cent. of the Company's issued
ordinary share capital (excluding treasury shares) at the date of
the General Meeting.
The
Resolution will authorise the Company to make market purchases of
Ordinary Shares for a maximum price (exclusive of expenses) of the
higher of (i) 105 per cent. of the average of the middle market
quotations of the Ordinary Shares for the five dealing days
preceding the purchase and (ii) the higher of the price quoted for
(a) the last independent trade of and (b) the highest independent
bid for, any number of Ordinary Shares on the trading venue where
the purchase is carried out. The minimum price (exclusive of
expenses) which may be paid for any such Ordinary Share shall be
1p.
The
Directors intend to use this authority where they have determined
that it is in the best interests of Shareholders to do so with the
objective of ensuring that the share price of the Ordinary Shares
does not go to an excessive discount to the Net Asset Value per
Ordinary Share. All Ordinary Shares purchased pursuant to the
authority granted by the Resolution shall be either held in
treasury or cancelled immediately upon completion of the
purchase.
Benefits
of the proposal
If the
renewal of the buyback authority is granted, this will allow the
Company to continue to buy back Ordinary Shares with the objective
of ensuring that the share price of the Ordinary Shares does not go
to an excessive discount to the Net Asset Value per Ordinary Share.
Without such approval, the Directors may not have sufficient
authority to continue to buy back Ordinary Shares. In such
circumstances, it might be expected that the discount would widen
through a fall in the share price relative to the underlying Net
Asset Value per Ordinary Share, which is to the detriment of all
existing Shareholders.
A copy of
the Circular will be submitted to the National Storage Mechanism
and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Circular and the Notice of the General Meeting will also be
available on the Company's website at https://www.blackrock.com/uk/solutions/investment-trusts/our-range/blackrock-american-income-investment-trust/trust-information.
Unless
otherwise defined, all definitions used in this announcement will
have the same meaning as described in the Circular.
For
further information, please contact:
BlackRock
Investment Management (UK) Limited, Investment
Manager
+44 (0) 20
7743 1869
Charles Kilner, Director
Cavendish
Securities, Corporate Adviser
+44 (0) 20
7397 1915
Tunga
Chigovanyika, Corporate Finance Director