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Bellevue Healthcare Trust recommends Columbia Threadneedle appointment and full tender offer

Board backs new long and short investment policy, name change and up to $25 million cornerstone subscription

Bellevue Healthcare Trust PLC (LSE:BBH) has recommended a sweeping overhaul of its management and structure, including the appointment of Columbia Threadneedle as investment manager and a tender offer allowing shareholders to exit up to 100% of their holdings.

The London-listed healthcare investment trust has published a circular convening a general meeting on 4 March 2026 at Hogan Lovells in London to seek approval for the proposals.

Central to the package is the proposed appointment of Columbia Threadneedle Investment Business Limited as alternative investment fund manager and investment manager, replacing Bellevue Asset Management (UK) Limited.

The board said the change follows a strategic review announced in August 2025 and an assessment of multiple proposals, after which it identified Columbia Threadneedle’s approach as particularly attractive.

Approval of the new manager is conditional on shareholders adopting a revised investment policy that would permit a differentiated use of long and short positions.

Under the proposed strategy, the trust would pursue a low net exposure, long-short equity approach focused on global healthcare markets, with no formal geographical limits but an expected emphasis on developed economies.

The trust has also proposed a tender offer for up to 100% of its issued ordinary shares, excluding treasury shares, at a 2% discount to net asset value per share calculated as at the close of business on 3 March.

A matching facility would allow incoming investors to acquire shares tendered by exiting shareholders at the same price.

All resolutions relating to the proposals are interconditional, meaning that if shareholders do not approve them in full, the changes will not proceed and the board may bring forward alternative plans, including a potential winding-up.

If the overhaul is implemented, Threadneedle Asset Management Holdings Limited, or another UK subsidiary or affiliate of Ameriprise Financial Inc, intends to subscribe for up to the sterling equivalent of $25m of new shares.

The company said that, assuming completion of the tender offer and satisfaction of other conditions, the minimum net asset value immediately following that investment is expected to be at least £72 million.

The new management agreement would provide for an annual fee of 0.95% of net asset value, payable monthly in arrears, and a performance fee of 15% of annual net asset value growth above the average three-month SONIA rate, subject to a high-water mark.

Columbia Threadneedle has agreed for up to 12 months to offset the management fee against certain costs associated with its appointment and the implementation of the proposals.

The agreement would be terminable by either party on six months’ notice after an initial 12-month period, and by Columbia Threadneedle on not less than three months’ notice if net asset value falls below £55 million.

The board has proposed replacing the existing redemption facility and zero discount policy with quarterly tender offers for up to 15% of issued shares at the relevant time.

The trust would retain the authority, subject to shareholder approval, to buy back up to 14.99% of its shares, although it will not undertake on-market purchases before the general meeting.

If approved, the company would change its name to CT Healthcare Trust plc.

Kate Bolsover, chair of Bellevue Healthcare Trust, said: “We believe that the appointment of Columbia Threadneedle provides a highly differentiated and compelling opportunity to deliver long-term risk-adjusted shareholder returns from the healthcare and biotech sector.

"The board unanimously recommends that shareholders vote in favour of the resolutions.”