Trifast plc (LSE: TRI) has announced plans to reduce its capital structure by £38.9 million, primarily through a £16.3 million drawdown from its merger reserve and a £22.6 million cancellation of shares held in the company’s share premium account. The move is intended to increase the company’s distributable reserves, thereby enhancing its ability to make flexible dividend payments to shareholders.
The capital reduction will not alter the nominal value or total number of ordinary shares outstanding, nor will it affect the company’s cash position or net assets. Instead, it will involve the issuance of one new share for each £16.3 million removed from the merger reserve, which was established following share placings in June 2020. This new share will carry no voting rights, no participation in profits, and no rights to assets beyond liquidation.
To implement the capital reduction, Trifast will seek shareholder approval through special resolutions, which require a majority of 75 percent or more of the votes cast. The company’s board has recommended a favorable outcome, with directors indicating they will support the proposal with their own shareholdings. Shareholders are expected to vote on the capital reduction and related amendments to the company’s Articles of Association at a general meeting on October 14, 2026, at 10:00 a.m. Following shareholder approval, the matter will proceed to a hearing before the High Court of Justice of England and Wales on October 23 and November 17, 2026. The capital reduction is anticipated to take effect on November 20, 2026.
The initiative aims to modernize dividend payment methods, including electronic transfers and settlement systems, while maintaining the company’s financial stability and shareholder value.
