Schroders Capital Global Innovation Trust plc - INOV
Formerly Schroder UK Public Private Trust plc (SUPP)Important - Second Tender Offer to Return Capital
7 May
Tender Offer opens
2 June
General Meeting at 13:30 BST (or as soon thereafter as the Annual General Meeting has been concluded or adjourned)
Company to seek shareholder approval of Tender Offer.
9 June, 13:00
Last time and date for receipt of Tender Form (Certificated shareholders only)
Please note platform holders will have an earlier deadline
The Schroders Capital Global Innovation Trust plc is proposing a second tender offer of £20 million (less costs), which is an offer to repurchase some of its shares from shareholders in the Company. You will be required to take further action if you wish to participate.
Platform holders are urged to contact their platform directly if there are any questions regarding participating in this Tender Offer
If you hold your shares through a platform, for example, Hargreaves Lansdown or Interactive Investor, you should receive a notification from your platform regarding the Tender Offer, either via email or in the post. The closing date to participate in the Tender Offer is 9 June 2026, however, your platform may have an earlier deadline, details of which should be contained in the notification from your platform. If you have not received a notification from your platform by 13 May 2026, you should contact your platform for more information.
If you have any questions regarding participating in the Tender Offer, please contact your platform.
Whether Eligible Shareholders decide to participate in this second Tender Offer will depend, among other things, on their view of the Company’s prospects and their own individual circumstances, including their tax position. Shareholders who are in any doubt as to the action they should take should consult an appropriate independent professional adviser. A decision to participate in the Tender Offer is a personal choice, based on individual circumstances. Please also read carefully the information set out in the “Key considerations for Shareholders in relation to the Tender Offer” section of this document under the heading “What happens if I don’t participate in the Tender Offer?” in the circular.
Shareholders who do not wish to tender Shares in the Tender Offer should not complete or return a Tender Form or submit a TTE Instruction in CREST.
The July 2025 tender offer has now concluded
On 19 June 2025, the Company published a circular to Shareholders in connection with a capital return of up to £37 million less costs by way of a tender offer (the “First Tender Offer”). The First Tender Offer was approved by Shareholders at a general meeting of the Company held on 10 July 2025 and closed on 23 July 2025. The First Tender Offer was oversubscribed and resulted in the Company repurchasing a total of 173,220,974 Ordinary Shares at a tender price of 21.119983 pence per Ordinary Share.
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During the last quarter of 2024 the Board and Manager carried out an extensive shareholder consultation on proposals to bring forward the Company’s continuation vote and change to the Investment Objective and Policy. These proposals received strong support from Shareholders at the General Meeting held on 27 February 2025 and resulted in the following amended Investment Objective and Policy:
Investment Objective
The Company’s investment objective is to undertake a managed wind-down of the Company and realise all existing assets in the Company’s portfolio in an orderly manner.
Investment Policy
The assets of the Company will be realised in an orderly manner, with a view to achieving a balance between returning cash to Shareholders in a timely manner and maximising value.
The Company may not make any new investments save that:
- Investments may be made to honour commitments under existing contractual arrangements or, with the Board’s prior written approval, into any existing investment; and
- Cash held by the Company pending distribution will be held in either cash or cash equivalents for the purposes of cash management.
Any amounts received by the Company during the orderly realisation of the Company’s assets will be held by the Company as cash on deposit and/or as cash equivalents, prior to returns being made in cash to Shareholders (net of provisions for the Company’s costs and expenses). The Company will continue to comply with the requirements imposed by the Listing Rules in force from time to time. The Company will not employ gearing for investment purposes, but may utilise gearing for working capital purposes, subject to a cap on gearing of 10 per cent. Of NAV at the time of borrowing. Any material change to the Company’s published investment policy will be made only with the prior approval of the FCA and of Shareholders by ordinary resolution at a general meeting of the Company.
Principles of an 'orderly managed wind down'
Maximise exit value
Focus on maintaining or increasing the value of the portfolio and avoiding where possible quick, value destructive exit options (e.g. heavily discounted portfolio secondaries)
Support (not force) exit events
Focus on exits that align with planned company events (e.g. trade sales or IPOs)
Prudent reserving
Establish a cash management plan that balances the desire for timely distributions with ensuring liquidity is available to support the portfolio, meet ongoing operating costs and address unforeseen circumstances
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Non-Mainstream Pooled Investments (NMPI) Status
The Company currently conducts its affairs so that its shares can be recommended by IFAs to ordinary retail investors in accordance with the FCA's rules in relation to non-mainstream investment products and intends to continue to do so for the foreseeable future. The Company's shares are excluded from the FCA's restrictions which apply to non-mainstream investment products because they are shares in an investment trust.
Fund Risk Considerations: Schroders Capital Global Innovation Trust plc
- Concentration risk: The Company may be concentrated in a limited number of geographical regions, industry sectors, markets and/or individual positions. This may result in large changes in the value of the company, both up or down.
Counterparty risk: The Company may have contractual agreements with counterparties. If a counterparty is unable to fulfil their obligations, the sum that they owe to the Company may be lost in part or in whole.
Currency risk: If the Company’s investments are denominated in currencies different to the currency of the Company’s shares, the Company may lose value as a result of movements in foreign exchange rates, otherwise known as currency rates.
Derivatives risk: Derivatives, which are financial instruments deriving their value from an underlying asset, may be used to manage the portfolio efficiently. A derivative may not perform as expected, may create losses greater than the cost of the derivative and may result in losses to the Company.
Emerging markets & frontier risk: Emerging markets, and especially frontier markets, generally carry greater political, legal, counterparty, operational and liquidity risk than developed markets.
Gearing risk: The Company may borrow money to make further investments, this is known as gearing. Gearing will increase returns if the value of the investments purchased increase by more than the cost of borrowing, or reduce returns if they fail to do so. In falling markets, the whole of the value in such investments could be lost, which would result in losses to the Company.
Liquidity Risk: The price of shares in the Company is determined by market supply and demand, and this may be different to the net asset value of the Company. In difficult market conditions, investors may not be able to find a buyer for their shares or may not get back the amount that they originally invested. Certain investments of the Company, in particular the unquoted investments, may be less liquid and more difficult to value. In difficult market conditions, the Company may not be able to sell an investment for full value or at all and this could affect performance of the Company.
Market risk: The value of investments can go up and down and an investor may not get back the amount initially invested.
Market Risk: The value of investments can go up and down and an investor may not get back the amount initially invested.
Operational risk: Operational processes, including those related to the safekeeping of assets, may fail. This may result in losses to the Company.
Performance risk: Investment objectives express an intended result but there is no guarantee that such a result will be achieved. Depending on market conditions and the macro economic environment, investment objectives may become more difficult to achieve.
Private market valuations, and pricing frequency: Valuation of private asset investments is performed less frequently than listed securities and may be performed less frequently than the valuation of the Company itself. In addition, in times of stress it may be difficult to find appropriate prices for these investments and they may be valued on the basis of proxies or estimates. These factors mean that there may be significant changes in the net asset value of the Company which may also affect the price of shares in the Company.
Share price risk: The price of shares in the Company is determined by market supply and demand, and this may be different to the net asset value of the Company. This means the price may be volatile, meaning the price may go up and down to a greater extent in response to changes in demand.
Smaller companies risk: Smaller companies generally carry greater liquidity risk than larger companies, meaning they are harder to buy and sell, and they may also fluctuate in value to a greater extent.