Morgan Stanley China A Share Fund, Inc. Announces Tender Offer
December 07 2023 - 4:00PM
Business Wire
Morgan Stanley China A Share Fund, Inc. (NYSE: CAF) (the “Fund”)
announced today that its Board of Directors has approved a tender
offer to acquire in exchange for cash up to 20 percent of the
Fund’s outstanding shares at a price equal to 98.5 percent of the
Fund’s net asset value per share (“NAV”) (net of expenses related
to the tender offer) as of the close of regular trading on the New
York Stock Exchange (“NYSE”) on the business day immediately
following the day the offer expires (a “Tender Offer”). The Tender
Offer will commence on January 22, 2024 and will terminate on
February 20, 2024, unless extended. If the Fund’s shares are
trading at a premium to NAV on January 22, 2024, no Tender Offer
will be conducted. Additional terms and conditions of the Tender
Offer will be set forth in its offering materials, which will be
distributed to the Fund’s stockholders.
If more than 20 percent of the Fund’s outstanding shares are
tendered, the Fund will purchase its shares from tendering
stockholders on a pro rata basis (odd-lot tenders for stockholders
who own fewer than 100 shares are still subject to pro ration),
based on the number of tendered shares, at a price equal to 98.5
percent of the fund’s NAV (net of expenses related to the Tender
Offer).
The Fund continues to maintain a share repurchase program (the
“Program”) for purposes of enhancing stockholder value by providing
the ability to repurchase shares at a discount to NAV. Since
commencing share repurchases under the Program on June 23, 2023,
the Fund has repurchased 0.38% of its outstanding shares. The Board
of Directors regularly monitors the Program as part of its review
and consideration of the Fund's premium/discount history. The Fund
may only repurchase its outstanding shares at such time and in such
amounts as it believes will further the accomplishment of the
foregoing objectives of the Program, subject to review by the Board
of Directors and the Fund’s ability to repatriate capital gains and
income out of China. Upon commencement of the Tender Offer, the
Fund expects to temporarily suspend any purchases of shares in the
open market pursuant to the Program until at least 10 business days
after the termination of the Tender Offer, as required by the
Securities Exchange Act of 1934, as amended.
The Fund is a non-diversified, closed-end management investment
company that seeks capital growth by investing, under normal
circumstances, at least 80% of its assets in A-shares of Chinese
companies listed on the Shanghai and Shenzhen Stock Exchanges. The
Fund’s shares are listed on the NYSE under the symbol “CAF.”
Morgan Stanley Investment Management, together with its
investment advisory affiliates, has more than 1,300 investment
professionals around the world and $1.4 trillion in assets under
management or supervision as of September 30, 2023. MSIM strives to
provide outstanding long-term investment performance, service and a
comprehensive suite of investment management solutions to a diverse
client base, which includes governments, institutions, corporations
and individuals worldwide.
Morgan Stanley (NYSE: MS) is a leading global financial services
firm providing a wide range of investment banking, securities,
wealth management and investment management services. With offices
in 42 countries, the Firm’s employees serve clients worldwide
including corporations, governments, institutions and individuals.
For further information about Morgan Stanley, please visit
www.morganstanley.com.
The Fund has not commenced the Tender Offer described in this
release. The Tender Offer will only be made pursuant to a tender
offer statement on Schedule TO containing an offer to purchase, a
related letter of transmittal and other documents filed with the
SEC as exhibits to the tender offer statement on Schedule TO
(collectively, the “Tender Offer Materials”), with all such
documents made available on the SEC’s website at
www.sec.gov. The Fund will also make available to
shareholders without charge the offer to purchase, the letter of
transmittal and other necessary documents related to the Tender
Offer. Shareholders should read any Tender Offer Materials
carefully and in their entirety when and if they become available,
as well as any amendments or supplements thereto, as they would
contain important information about the Tender Offer.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of
the securities in any state in which such offer, solicitation or
sale would be unlawful under the securities laws of any such
state.
Investing involves risk and it is possible to lose money on
any investment in the Fund.
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