REG-BlackRock Frontiers Investment Trust Plc: Tender Offer update

Blackrock Frontiers Investment TrustAnnouncement

Yesterday 17:45

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA                               ,                               
ANY MEMBER STATE OF THE EEA                                OR ANY OTHER
JURISDICTION WHERE TO DO SO MAY RESULT IN THE CONTRAVENTION OF ANY
REGISTRATION OR OTHER LEGAL REQUIREMENT OF SUCH JURISDICTION. THE INFORMATION
CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY
JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN INVITATION TO
PARTICIPATE IN THE TENDER OFFER (AS DEFINED HEREIN) IN OR FROM ANY
JURISDICTION IN OR FROM WHICH, OR TO OR FROM ANY PERSON TO OR FROM WHOM, IT IS
UNLAWFUL TO MAKE SUCH OFFER UNDER APPLICABLE SECURITIES LAWS OR OTHERWISE.

26 March 2026

BLACKROCK FRONTIERS INVESTMENT TRUST PLC

Tender Offer update – Tender Price

Further to the announcement on 23 February 2026, the Board of BlackRock
Frontiers Investment Trust plc (the “                     Company           
        ”) confirms that all the assets in the Tender Pool have been fully
realised. The Tender Pool Determination Date was 24 March 2026 and, as at that
date, the Final Tender Offer Asset Value was £48,139,318.67, giving a Tender
Price of 186.01 pence per Exit Share.

Winterflood will, as principal, on the terms and subject to the conditions of
the Tender Offer, buy 25,628,728 Ordinary Shares (being the 25,878,728 Exit
Shares less the 250,000 On-Sale Shares placed into the market) at the Tender
Price in the market then sell these Ordinary Shares to the Company at the
Tender Price in accordance with the Repurchase Agreement, with this expected
to happen on 1 April 2026. All of the repurchased Ordinary Shares will be
transferred into and held in treasury until further notice.

Cheques or electronic payments (if there is an electronic payment mandate on
file) are expected to be dispatched to certificated Shareholders and payments
are expected to be made through CREST to uncertificated Shareholders on or
around 1 April 2026.

Following the repurchase the Company will have 241,822,801 Ordinary Shares in
issue (including 78,181,281 Ordinary Shares held in treasury). The total
number of Ordinary Shares with voting rights in the Company is 163,641,520 and
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 Company.

Capitalised terms used in this announcement, unless otherwise defined, have
the same meanings as set out in the circular published by the Company on 10
December 2025.

 

LEI: 5493003K5E043LHLO706

ISIN: GB00B3SXM832

 Enquiries:   BlackRock Investment Management (UK) Limited   Sarah Beynsberger  Lucy Dina  020 7743 3000  
                                                                                                          
 Winterflood Securities Limited                                                                           
 Neil Morgan                                                                               020 3100 0000  
  Sophia Bechev                                                                                           

 

Disclaimer

This announcement contains forward-looking statements. These forward-looking
statements include all matters that are not historical facts. These
forward-looking statements are made based upon the Company's expectations and
beliefs concerning future events impacting the Company and therefore involve a
number of risks and uncertainties. Forward-looking statements are not
guarantees of future performance, and the Company's actual results of
operations, financial condition and liquidity may differ materially and
adversely from the forward-looking statements contained in this announcement.
Forward-looking statements speak only as of the day they are made and the
Company does not undertake to update its forward-looking statements unless
required by law.

The distribution of this announcement in certain jurisdictions may be
restricted by law. It is the responsibility of all Overseas Shareholders to
satisfy themselves as to the observance of any legal requirements in their
jurisdiction, including, without limitation, any relevant requirements in
relation to the ability of such holders to participate in the Tender Offer.

The Tender Offer is not available to Shareholders with registered or mailing
addresses in a Restricted Territory, or who are citizens or nationals of, or
resident in, a Restricted Territory.

Certain Overseas Shareholders are being excluded from the Tender Offer in
order to avoid breaching applicable local laws relating to the implementation
of the Tender Offer.                      It is the responsibility of all
Overseas Shareholders to satisfy themselves as to the observance of any legal
requirements in their jurisdiction, including, without limitation, any
relevant requirements in relation to the ability of such holders to
participate in the Tender Offer.

Winterflood Securities Limited (“                     Winterflood           
        ”), which is authorised and regulated by the Financial Conduct
Authority in the United Kingdom, is acting exclusively for the Company and
no-one else in connection with the Proposals and will not be responsible to
anyone other than the Company for providing the protections afforded to
customers of Winterflood or for providing advice in relation to the Tender
Offer or any matter referred to in the Circular or herein.                   
  Nothing herein                     shall serve to exclude or limit any
responsibilities which Winterflood may have under the FSMA or the regulatory
regime established thereunder.

Any decision to participate in the Tender Offer should only be made on the
basis of an independent review by an Eligible Shareholder of the Company's
publicly available information. Neither Winterflood nor any of its affiliates
accept any liability arising from the use of, or make           any
representation           as to the accuracy or completeness of, this
announcement or the Company's publicly available information.

Notice for U.S. Shareholders

The Tender Offer relates to securities in a non-U.S. company registered in
England and Wales and listed on the London Stock Exchange and is subject to
the disclosure requirements, rules and practices applicable to companies
listed in the United Kingdom, which differ from those of the United States in
certain material respects. A circular has been prepared in accordance with UK
style and practice for the purpose of complying with the laws of England and
Wales and the rules of the FCA and of the London Stock Exchange, and U.S.
Shareholders should read the entire circular. The Tender Offer is not subject
to the disclosure and other procedural requirements of Regulation 14D under
the U.S. Exchange Act. The Tender Offer will be made in the United States
pursuant to Section 14(e) of, and Regulation 14E under, the U.S. Exchange Act,
subject to the exemptions provided by Rule 14d-1 thereunder and otherwise in
accordance with the requirements of the rules of the FCA and the London Stock
Exchange. Accordingly, the Tender Offer will be subject to disclosure and
other procedural requirements that are different from those applicable under
U.S. domestic tender offer procedures and law. The Company is not listed on a
U.S. securities exchange, is not subject to the periodic reporting
requirements of the U.S. Exchange Act and is not required to, and does not,
file any reports with the SEC thereunder.

It may be difficult for U.S. Shareholders to enforce certain rights and claims
arising in connection with the Tender Offer under U.S. federal securities laws
since the Company is located outside the United States and its officers and
directors reside outside the United States. It may not be possible to sue a
non-U.S. company or its officers or directors in a non-U.S. court for
violations of U.S. securities laws. It also may not be possible to compel a
non-U.S. company or its affiliates to subject themselves to a U.S. court’s
judgment.

To the extent permitted by applicable law and in accordance with normal UK
practice, the Company, Winterflood or any of their affiliates, may make
certain purchases of, or arrangements to purchase, Ordinary Shares outside the
United States during the period in which the Tender Offer remains open for
acceptance, including purchases of Ordinary Shares effected by Winterflood
acting as market maker in the Ordinary Shares.

 

 

 Release  (https://mb.cision.com/Main/22403/4327532/4009374.pdf)  



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