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Downing Strategic Micro-Cap Investment Trust plc

Hunting value, enabling transformation.

Downing Strategic Micro-Cap Investment Trust plc (DSM) is a UK investment company listed on the London Stock Exchange, focused on unlocking value from a concentrated portfolio of between 12 – 18 companies under £150m market capitalisation at initial investment.

DSM finds and invests in small companies that are overlooked and undervalued by the market. DSM works with management to help transform those companies, and aims to unlock and realise considerable intrinsic value.

Downing Strategic Micro-Cap managed wind-down - Information for shareholders

18 July 2024

On 28 February 2024, shareholders in the Downing Strategic Micro-Cap Investment Trust (DSM) approved the managed wind-down of the Company. Since then, three special interim dividends have been announced following the Board’s stated intention of returning cash to shareholders in the most efficient way possible.

The first special dividend of 30p per share was paid on 26 April, a second of 12p per share was paid on 21 June, with the third of 17.5p per share, was paid to shareholders on 18 July. Following this third payment, the Company will have returned c.90.2% of the Company's NAV as at 28 February 2024 (the date on which shareholders approved the managed wind-down) through special dividends. The Board and Investment Manager expect the remainder of the Company's portfolio to be realisable at least at carrying value.

The Company now has assets of less than £5.2 million. The current Net Asset Value per share (at 15 July 2024) is 11.43p.

PLEASE NOTE - As announced on 18 June, the DSM Board received a request to requisition a general meeting of the Company from Vidacos Nominees Limited, acting as nominee of Milkwood Capital Limited.

The Board considers that Milkwood's decision to lodge the requisition is wholly self-interested and disruptive when the Board and the Investment Manager are focused on returning cash to shareholders, and the Board unanimously recommends that shareholders VOTE AGAINST each of the requisitioned resolutions.

The Board believes that the proposal by Milkwood jeopardises the remaining distributions and risks investors being trapped in an illiquid vehicle controlled by a board under the control of a manager who may not share their interests. Shareholders only have a few days to ensure they can vote against these proposals and allow the Board to complete the task that was set by shareholders in February.

Shareholders are reminded, if voting by proxy, that the latest time and date for lodging proxy forms or submitting proxy instructions online is 10 am on August 1. The meeting takes place on August 5 at 10 am.

For the company's daily NAV updates, please visit London Stock Exchange

Fees

Annual management charge: 1% on market cap

Ongoing charges:

Ongoing charges – The ongoing charges for the year ending 29 February 2024 were 2.00%. These charges represent DSM’s management fee and all other operating expenses excluding any finance costs, expressed as a percentage of the average daily net assets during the year.

Risks

Past performance should not be used as a guide to future performance. The value of shares can go down as well as up - there is no guarantee that you will get back the amount you originally invested.

Please note that this is only a brief overview of the risks associated with investing in the Downing Strategic Micro-Cap Investment Trust. The full details of all the risks can be found here.

How to invest

DSM’s shares are traded on the London Stock Exchange and can be purchased through a stockbroker or other financial intermediary.

You can invest in DSM via a number of fund platforms, please see the options below.

Please note that by clicking on a link, you will be taken to a website operated by a third party. Downing does not sponsor, maintain or have any control over the content of any other website. If you access another site, you do so at your own risk and we accept no liability for any damage or loss.

Management team

DSM is managed by Judith MacKenzie and Nick Hawthorn of Downing Fund Managers, a boutique investment house founded in 2010. Judith and Nick employ a value-based style that favours a private equity approach to investing in public markets.

Downing Strategic Micro-Cap Investment Trust board photo

Insights