Acorn Income Fund Proposed Change of Inv Objective, Policy and Manager
17 Maggio 2021 - 8:00AM
UK Regulatory
TIDMAIF TIDMAIFZ
ACORN INCOME FUND LIMITED
(a closed-ended investment company incorporated in Guernsey with registration
number 34778)
LEI 213800UAZN7G46AHQM67
17 May 2021
Acorn Income Fund Limited
Proposed Change of Investment Objective, Policy and Manager
The Board of Acorn Income Fund Limited (the "Company") is pleased to confirm
that it has concluded its previously announced strategic review and, having
received strong interest from a number of high quality managers, is proposing
to recommend the appointment of BMO Global Asset Management ("BMO") to manage
the Company, and the adoption of a new Investment Objective and Policy which
the Board believes will position the Company for success in the years ahead and
deliver long-term value for shareholders.
Using its Sustainable Global Equity Income investment strategy, BMO will manage
the Company by investing principally in a global portfolio of publicly listed
companies that offer an attractive level of income and make a positive impact
on society and the environment.
The Board believes that the proposed change in investment manager and the
adoption of the Sustainable Global Equity Income investment strategy are in the
best interests of shareholders and will position the Company for a more
sustainable, long-term future.
The strategy will seek a balance between growth and income by taking advantage
of one of the most exciting and fastest growing investment opportunities in the
market today: investing in companies that are expected to benefit commercially
by proactively addressing long-term sustainability issues. Importantly, the
proposals will also set the Company's revenue and dividends on a more
sustainable path.
These proposed changes in investment strategy will be set out in more detail in
a circular to the Company's shareholders and an extraordinary general meeting
(the "EGM") will be called at which shareholders will be able to vote on the
proposals ahead of the five yearly discontinuation vote at the AGM in August.
Nigel Ward, Chairman said: "The strategic review has been a lengthy and
extensive process driven by the long-term interests of the Company's
shareholders. The Company has reached a natural juncture ahead of the
discontinuation vote in August and the Board has concluded that maintaining the
status quo will not remove the historical challenges of scale and liquidity it
is facing.
"Against this backdrop, I am confident that the proposals the Board intends to
recommend to shareholders at the EGM will lay the foundation for a successful
long-term future by enabling the Company to benefit from a global investment
mandate positioned to take advantage of the outstanding opportunities offered
by sustainable investing.
"In putting forward the recommendations the Board's view is that the choice for
shareholders is clear and simple: a vote for the new investment Objective and
Policy should be made in combination with a vote against discontinuation.
"BMO's leadership in responsible investing and its investment trust track
record stood out amongst a field of high-quality managers and is uniquely
placed to take the Company on the next stage of its journey by delivering
shareholder value through sustainable growth and income. I sincerely trust that
shareholders will feel confident and enthused to support the Company not only
at the forthcoming general meetings but also in the years to come."
Benefits of the proposals
The Board believes that the proposed change of Investment Objective and Policy
and manager is in the best interests of shareholders and will have the
following benefits for shareholders;
* Making a positive environmental and societal impact: The Company's proposed
investment strategy will target publicly listed companies globally, whose
products and services contribute directly to addressing sustainability
challenges such as climate change and ageing populations, and as a result
make a positive impact on the environment and society. The Board believes
this strategy is increasingly relevant to a very wide range of investors as
well as providing the potential for strong long-term growth.
* Attractive return profile: The strategy will offer an attractive risk/
reward profile for the yield seeker with a balanced approach between growth
and income. The initial portfolio yield is expected to be circa 3.5%.
* Aligns investment with values: The strategy will be ideal for individuals
wanting to align their investments to their values, while still benefiting
from an attractive level of income and potential for long term capital
growth.
* Reduced management fees and fixed costs: The management fee will fall from
0.7% on the gross assets of the Company to 0.65% on the net assets of the
Company and the performance fee is removed entirely. Other operational cost
savings are expected, including no additional fees associated with
investment research or AIFM services. Furthermore, BMO's management fee
will be waived for the first six months of appointment.
* BMO's leading ESG and investment trust track record: BMO Global Asset
Management is recognised as one of the original pioneers, and has one of
the longest track records, in responsible investing. Combining this with
its experience managing a range of investment trusts, across different
geographic mandates and asset classes, sets it apart from its peers.
* Engaging companies to improve is a key pillar of BMO's sustainable
philosophy: Investing sustainably is no longer about looking at
Environmental, Social and Governance factors from the single prism of
managing risks, and limiting the downside, but about also driving the
upside. The sustainability risks and challenges the world faces ultimately
underpin significant long-term growth opportunities for those companies
addressing them.
* Change of Investment Objective and Policy and Discontinuation vote: In the
upcoming general meetings, shareholders will have the opportunity to vote
on resolutions for the change of Investment Objective and Policy and for
discontinuation of the Company. The Board intends to recommend shareholders
vote in favour of the change of Investment Objective and Policy and against
the Discontinuation Vote.
Background and Rationale
During Q4 2020, the Board initiated a strategic review of the Company with the
intention of presenting proposals for shareholders to consider in light of the
Discontinuation Vote at the upcoming Annual General Meeting in August 2021. The
strategic review predominantly focussed on:
* A fundamental review of the Company's structure and investment mandate and
its relevance to investors;
* Stabilising and putting the Company's revenue account and dividend policy
on a sustainable long-term footing while maintaining an income focus in the
investment objectives;
* Setting the Company on a path to growth and hence improved liquidity and a
lower expense ratio by broadening the appeal of the investment mandate to a
wider range of investors; and
* Operational cost savings through both management fee savings and other
fixed cost savings.
The Board has concluded that the current arrangements will not deliver a
product with wide appeal to investors and that maintaining the status quo will
leave the Company facing the same problems of scale and liquidity that have
challenged it in recent years. BMO's proposed investment strategy recognises
the new commercial opportunities arising from technological advances and the
increased awareness of the need to adopt sustainable practices. This provides
the potential to generate attractive investment returns through both dividends
and capital appreciation in the years ahead and in the Board's view is more
aligned to shareholders' interests and much better meets the objectives of a
broader range of investors. In addition, BMO has proposed a fee package and
scope of service, described above, that answers the Board's concerns in
relation to operational costs. The Board believes that this strategy and the
proposed fee structure will meet all of the objectives of its strategic review.
As material changes to the formal structure of the relationship with the
Investment Advisers and Investment Manager were one possible outcome of the
strategic review, as previously announced, the Company has served protective
notice to terminate the existing Investment Management Agreement.
Change of Investment Objective and Policy
It is proposed that, subject to shareholder and regulatory approvals, the
Company's investment objective be changed to achieve long term capital growth
and an attractive and growing dividend yield by investing principally in a
portfolio of publicly listed global companies that make a positive impact on
society and the environment. The detailed investment policy will be set out in
the circular following its approval by the FCA.
The proposed Global Sustainable Equity Income strategy aims to address a
growing need in a clearly under-served area of the market, and will leverage
the same philosophy and process of the award-winning teams within BMO behind
the successful Responsible and Sustainable Development Goals Engagement
strategies. The strategy will invest in a diversified global portfolio of 30 to
50 high quality, cash generative companies that are in complete alignment with
the positive sustainability themes identified within the UN Sustainable
Development Goals. The strategy will also aim to deliver an attractive level of
income to shareholders. The initial portfolio yield is expected to be circa
3.5%.
Change of Investment Manager
The Company is proposing to appoint BMO as the Company's new Investment Manager
and AIFM. The appointment of BMO is conditional upon the satisfaction of a
number of conditions, including: (i) the Company's Discontinuation Vote failing
(i.e. the Company continuing) at the upcoming Annual General Meeting; (ii) the
proposed Investment Objective and Policy being approved by shareholders at the
upcoming Extraordinary General Meeting; (iii) the execution of a new investment
management agreement; and (iv) obtaining the necessary regulatory clearances.
BMO is a diverse investment business with approximately £227bn[1] in assets
under management and is recognised as one of the original pioneers of
Responsible Investment, having launched Europe's first ethical fund over 35
years ago. Today the business manages approximately £8.3bn[2] in responsible
funds and mandates and has a team of over 20 dedicated responsible investment
experts, with over 275 years of combined experience.
The portfolio will be managed by Sacha El Khoury, with Nick Henderson as the
named alternative. Both are members of BMO's Responsible Global Equities team,
with Sacha having joined BMO in 2009, and Nick in 2008.
Sacha El Khoury is a Portfolio Manager within the Global Equities team, Lead
Portfolio Manager on the BMO Sustainable Opportunities European Equity Fund,
and Alternate Portfolio Manager on the BMO Sustainable Opportunities Global
Equity Fund. Sacha graduated with an MSc in Finance (with distinction) from
City University, Cass Business School in 2009 and a BA in Economics (with a
minor in Business Administration) from the American University of Beirut in
2007. Sacha is a CFA Charterholder.
Nick Henderson is a Portfolio Manager within the Global Equities team, Lead
Portfolio Manager on the Sustainable Opportunities Global Equity Fund, winner
of the 2019 Money Observer Best Global Growth Smaller Fund Award, Alternate
Portfolio Manager of the BMO Responsible Global Equity Fund, the BMO SDG
Engagement Global Equity Fund, and the BMO Sustainable Opportunities European
Equity Fund. Prior to joining the firm, Nick graduated with a Bachelor of
Science degree in Economics from the University of Bristol; he is a CFA
Charterholder.
Dividend Policy
The Company's current dividend policy is to provide Ordinary Shareholders with
a high income relative to the average dividend yield of the UK Smaller
Companies comprised in the Numis Smaller Companies Index ex Investment
Companies, via quarterly dividends. The Board has already announced its
intention to utilise revenue reserves to maintain the second quarterly dividend
payments due to be paid in June 2021 at the same level as the corresponding
quarterly dividends for the year ended 31 December 2020, but has noted that a
return to a sustainable and covered dividend will necessitate a lower dividend
payment in future years. Further details on the proposed level of future
dividends and gearing under the new arrangements will be contained in the
Shareholder Circular, which is expected to be published in July 2021.
Fees
The proposed change of Manager to BMO would result in a reduction in management
fees from the current level of 0.7% on gross assets to 0.65% on the net assets
of the Company. There would be no performance fee, nor additional fees
associated with investment research or AIFM services. Furthermore, BMO's
management fee would be waived for the first six months of appointment.
Change of name
The Board proposes to change the name of the Company to BMO Global Sustainable
Equity Income Fund Limited. The change of name is expected to become effective
around the time of BMO's appointment. Shareholders will be asked to approve the
proposed name change, which would also be conditional on the proposed
investment objective and policy being approved by shareholders.
Expected Timing
The proposals are subject to shareholder and regulatory approvals. A circular
with further details of the proposals, including a notice convening the
Extraordinary and Annual General Meetings, both to be held in August 2021, is
expected to be published in July 2021. The implementation of the new Investment
Objective and Policy and management arrangements is expected following the
Company's AGM.
As part of the review process, the Board received a number of very high quality
proposals and would like to express its thanks to all those who participated
and to its advisers, N+1 Singer.
The Board would also like to thank its Investment Advisers and Investment
Manager for their commitment and services, including Claire Long, Chun Lee and
Robin Willis from Premier Asset Management and Simon Moon and Fraser Mackersie
from Unicorn Asset Management.
For information please contact:
Nigel Ward - Chairman via N+1 Singer and FTI Consulting
N+1 Singer - Corporate Broker
Alan Ray 020 7436 3060
Alaina Wong 020 7436 3129
FTI Consulting - PR Adviser
Edward Berry 07703330199
Tom O'Brien 07929021492
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014. This announcement has been
authorised for release by the Company's Board of Directors.
[1] as at 31 December 2020
[2] as at 31 December 2020
END
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May 17, 2021 02:00 ET (06:00 GMT)
Grafico Azioni Acorn Income Fund Ld (LSE:AIF)
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Da Dic 2024 a Gen 2025
Grafico Azioni Acorn Income Fund Ld (LSE:AIF)
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