14 May 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS OR IN OR INTO OR FROM
THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN.
This Announcement does not constitute or form part of, and
should not be construed as, any offer or invitation for sale or
subscription of, or solicitation of any offer to buy or subscribe
for, any shares in TwentyFour Income Fund Limited or securities in
any other entity, in any jurisdiction, including the United States, nor shall it, or any part
of it, or the fact of its distribution, form the basis of, or be
relied on in connection with, any contract or investment decision
whatsoever, in any jurisdiction. This Announcement does not
constitute a recommendation regarding any securities or the
provision of investment advice by any party.
TwentyFour Income
Fund Limited
(“TFIF” or the
“Company”)
Result of
Issue
Following the Company’s announcement on 12 April 2019, the Board announces that the
result of the Issue is that gross proceeds of approximately £80.1
million have been raised.
Applications under the Issue have been received as follows:
- £20.9 million was
subscribed under the Open Offer;
- £58.8 million was subscribed
under the Placing; and
- £0.4 million was subscribed
under the Offer for Subscription.
Based on the above applications:
- 70,000,000 New Ordinary
Shares will be issued at the Issue Price of 114.44 pence, representing a 2% premium to the
NAV per Ordinary Share.
Trevor Ash, Chairman, commented:
“This is a further endorsement of the ongoing refined strategy.
This fund raise follows on from numerous tap issuances over the
last six months raising £37.25million."
Ben Hayward, Portfolio Manager,
commented:
“The Portfolio Managers appreciate the ongoing support of the
investor base, and look forward to deploying the additional capital
across the pipeline of transactions currently under
consideration.”
Applications will be made for 70,000,000 New Ordinary Shares to
be admitted to the premium segment of the Official List of the UK
Listing Authority and to trading on the London Stock Exchange's
main market for listed securities. Admission is expected to become
effective, and dealings in the New Ordinary Shares to commence at
8 a.m. on 17
May 2019. The ticker for the Company’s Ordinary Shares is
TFIF (ISIN: GG00B90J5Z95; SEDOL: B90J5Z9).
Following the Issue, the Company's issued share capital will
comprise 523,064,151 Ordinary Shares. This figure may be used
by shareholders as the denominator for the calculations by which
they will determine if they are required to notify their interest
in, or a change to their interest in, the share capital of the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
The Prospectus established a Placing Programme under which the
Board has discretion until 14 April
2020 to issue additional New Ordinary Shares to satisfy
market demand for Ordinary Shares and to raise further money for
investment in accordance with the Company’s investment policy. In
utilising this discretion the Directors intend to take into account
relevant factors, including the desirability of limiting the
premium to Net Asset Value at which the Ordinary Shares trade. The
Placing Programme Price will be calculated by reference to the
announced NAV per Ordinary Share at the time of issue, together
with a premium of at least 2 per cent. intended to cover the costs
and expenses of the relevant placing pursuant to the Placing
Programme.
Unless otherwise defined, capitalised words and phrases in this
Announcement shall have the meaning given to them in the Company’s
prospectus dated 12 April 2019.
For further information, please contact:
TwentyFour Asset Management LLP +44
(0)20 7015 8900
John Magrath
Alistair Wilson
Numis Securities Limited
+44
(0)20 7260 1000
Nathan Brown
Hugh Jonathan
IMPORTANT NOTICES
This Announcement has been issued for information purposes
only. It is issued by and is the sole responsibility of the
Company. No representation or warranty, express or implied,
is or will be made to, or in relation to, and no responsibility or
liability is or will be accepted by Numis Securities Limited
("Numis") or by any of its affiliates or agents as to or in
relation to, the accuracy or completeness of this Announcement or
any other written or oral information made available to or publicly
available to any interested party or its advisers, and any
liability therefore is expressly disclaimed.
Numis is acting for the Company as sponsor, broker and financial
adviser in relation to the proposed Issue of New Ordinary Shares
pursuant to the Placing, Offer for Subscription and Open Offer.
Numis is authorised and regulated by the Financial Conduct
Authority. Numis is not acting for anyone else and will not be
responsible to anyone other than the Company for providing the
protections afforded to its clients nor for providing advice in
relation to the Issue or any other matter referred to herein.
To the fullest extent permitted by law recipients agree that Numis
shall not have any liability (direct or indirect) for or in
connection with this Announcement or any matters arising out of or
in connection herewith. Numis has not authorised the contents of,
or any part of, this document.
New Ordinary Shares to be issued pursuant to the Issue have not
been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the "Securities Act") or with any securities
regulatory authority of any state or other jurisdiction of
the United States, and
accordingly, subject to certain exceptions, may not be offered,
sold, resold, transferred or delivered directly or indirectly
within or into the United States,
or to or for the account or benefit of any U.S. Person (within the
meaning of Regulation S under the Securities Act). In
addition, the Company has not been and will not be registered under
the United States Investment Company Act of 1940, as amended (the
“Investment Company Act”), and investors will not be entitled to
the benefits of the Investment Company Act.
The distribution of this Announcement and the placing, offer for
subscription and open offer of New Ordinary Shares in certain
jurisdictions may be restricted by law. No action has been
taken by the Company or Numis that would permit an offering of any
New Ordinary Shares or possession or distribution of this
Announcement or any other offering or publicity material relating
to such New Ordinary Shares in any jurisdiction where action for
that purpose is required. Persons into whose possession this
Announcement comes are required by the Company and Numis to inform
themselves about, and to observe, such restrictions.
Certain statements in this Announcement are forward-looking
statements which are based on the Company's expectations,
intentions and projections regarding its future performance,
anticipated events or trends and other matters that are not
historical facts. These statements are not guarantees of
future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. Given these risks and
uncertainties, prospective investors are cautioned not to place
undue reliance on forward-looking statements. Forward-looking
statements speak only as of the date of such statements and, except
as required by applicable law, the Company undertakes no obligation
to update or revise publicly any forward-looking statements,
whether as a result of new information, future events or
otherwise.
The information contained in this Announcement is subject to
change without notice and neither the Company nor Numis assume any
responsibility or obligation to update publicly or review any of
the forward-looking statements contained herein.