Rights and Issues Investment Trust – 12 month Share Repurchase Programme to July 2022

Rights and Issues Investment Trust plc

LEI:  2138002AWAM93Z6BP574

12 month Share Repurchase Programme in accordance with Discount Management Policy

Rights and Issues Investment Trust plc (the “Company”) announces that it has renewed an agreement (the “Buy-Back Agreement”) with its broker, Shore Capital (“Shore”), to repurchase ordinary shares of 25p each (“Shares”) on its behalf and within certain pre-set parameters between the date of this announcement and until 31 July 2022 (the “Buy-Back Period”).

The Directors of the Company confirm that they are satisfied that all inside information known to the Directors and the Company up to the date of this notice has been notified to a Regulated Information Service (“RIS”). Accordingly, the Company is not prohibited from granting the authority to Shore under the Buy-Back Agreement.

The Buy-Back Agreement provides that purchases of Shares during the Buy-Back Period shall be subject to the following overriding restrictions:

1. the maximum number of Shares acquired shall not, in aggregate, exceed the authorities granted at the Company's annual general meeting in 2021 and anticipated to be sought from shareholders at the Company's annual general meeting in 2022. In the event that shareholders do not authorise the Directors to purchase shares in 2022 the Buy-Back Agreement shall terminate immediately;
2. the maximum value of Shares acquired during the Buy-Back Period shall not, in aggregate, exceed £1.0 million per calendar month (and pro rata for part months). However, to the extent that the value of Shares acquired in any month (or part month) is lower than the maximum value for that month, such excess capacity shall be carried forward to the following month and increase the maximum value for the following month accordingly, and so on for subsequent months. For the avoidance of doubt, there shall be no limit to the number of times an excess can be carried forward, or the total amount of such excess;
3. the maximum price paid per Share shall be no more than the higher of: (i) 105% of the average middle market closing prices of the Shares for the 5 dealing days preceding the date of such purchase; (ii) the last independent trade price; and (iii) the highest current independent bid for the Shares when the purchase is carried out;
4. the price paid per Share shall not be more than 95 per cent. of Shore's estimate of the net asset value per Share of the Company at the time of each purchase; and
5. no purchases are to be made on any dealing day when the Company appears on the Disclosure Table published by the Panel on Takeovers and Mergers.

The Buy-Back Agreement also provides that the Company shall not (i) exercise any influence over how, when or whether Shore effects the purchases contemplated by the Buy-Back Agreement or (ii) alter or deviate from the Buy-Back Agreement or change the number of Shares, price or timing of the purchases.  Subject to point (i) above, the Buy-Back Agreement may only be terminated by Shore.