REG-TwentyFour Income Fund: Results of 2025 Realisation Opportunity Election

TwentyFour Income FundAnnouncement

20/10/2025 12:30

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR                                                      
        FROM                                                              
THE UNITED STATES OF AMERICA,                                                
              AUSTRALIA,                                                     
         CANADA,                                                             
 JAPAN,                                                               NEW
ZEALAND, THE REPUBLIC OF                                                     
         SOUTH AFRICA, ANY MEMBER STATE OF THE EEA OR ANY OTHER JURISDICTION
WHERE TO DO SO                                                              
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.

This announcement is an advertisement and does not constitute a prospectus and
investors must subscribe for or purchase any shares referred to in this
announcement only on the basis of information contained in the prospectus
published by the Company on 1 October 2025 (the "                             
             Prospectus                                          "), and not
in reliance on this announcement. Copies of the Prospectus may, subject to
applicable law, be obtained from the registered office of the Company
Administrator and are available for viewing at the National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the Company's
website.

20 October 2025

TwentyFour Income Fund Limited ("TFIF" or the "Company")

(a closed-ended investment company incorporated in Guernsey with registration
number 56128)

(LEI: 549300CCEV00IH2SU369)

Results of 2025 Realisation Opportunity Election

The Board of Directors of TwentyFour Income Fund Limited ("                   
 TFIF                    " or the "                     Company               
    ") announces that, pursuant to the Circular published on 21 August 2025
and the Prospectus published on 1 October 2025, 13,408,436 Ordinary Shares
have been elected for realisation at a price representing a 2% discount to the
NAV per Ordinary Share as at the close of business on Tuesday 21 October 2025
(the "                     Realisation Price                    ", to be
announced on Thursday 23 October 2025) in the 2025 Realisation Opportunity
(the "                     Realisation Opportunity                    ").

As outlined in the Circular and Prospectus, the Company has announced a
proposed Placing, Open Offer and Offer for Subscription (the "                
    Issue                    ") to satisfy potential investor demand for
Ordinary Shares above that available through the Realisation Opportunity.

In the first instance, investor demand for Ordinary Shares will be matched
with any supply of Ordinary Shares provided by the Realisation Opportunity at
the Realisation Price.                     To the extent that demand for
Ordinary Shares is greater than the supply of Ordinary Shares from the
Realisation Opportunity, new Ordinary Shares will be issued by the Company at
a price representing a 2% premium to the NAV per Ordinary Share as at the
close of business on Tuesday 21 October 2025 (the "                     Issue
Price                    ", also to be announced on Thursday 23 October 2025).

All investors subscribing under the Issue will pay the same "blended" price in
respect of each Ordinary Share, being the Subscription Price. This will be
determined by the ratio of Elected Shares at the Realisation Price to newly
issued Ordinary Shares at the Issue Price, used to satisfy demand under the
Issue.

Investors should contact Deutsche Numis, the Company's Broker, with any demand
for Ordinary Shares in the Placing.

The Company will buy back any Elected Shares not placed into the market but it
is anticipated that all Elected Shares will be placed.

Investors who acquire Ordinary Shares in the Issue will not be entitled to
receive the dividend declared by the Directors in respect of the quarter
ending                     30 September 2025                     and
announced by the Company on                     9 October 2025.

Expected timetable

 Pricing NAV Determination Date                                                                 21 October 2025                
 Publication date of the Issue Price of new Ordinary Shares to be issued pursuant to the Issue  23 October 2025                
 Publication date of the Realisation Price                                                      23 October 2025                
 Placing closes                                                                                 12:00 p.m. on 23 October 2025  
 Subscription Price and results of the Issue announced                                          24 October 2025                
 Admission of any new Ordinary Shares                                                           28 October 2025                

Please contact Deutsche Numis before                     12:00pm BST         
           on 23 October to place an order for Ordinary Shares.

 

For further information, please contact:

 

Deutsche Numis:

Matt Goss                                           +44 (0)20 7547 0541

Hugh Jonathan

 

TwentyFour Income Fund Limited:

Alistair Wilson                                +44 (0)20 7015 8900

 

IMPORTANT INFORMATION

Unless otherwise defined herein, words defined in the Prospectus shall have
the same meaning in this announcement.

Nothing in this announcement shall form the basis of or constitute any offer
or invitation to sell or issue, or any solicitation of any offer to purchase
or subscribe for any shares or any other securities 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 therefor.

Deutsche Bank AG, London Branch, which is trading for these purposes as
Deutsche Numis ("Deutsche Numis") is acting exclusively for the Company and no
other person in connection with the Issue and the 2025 Realisation Opportunity
and will not be responsible to any person other than the Company for providing
the protections offered to clients of Deutsche Numis nor for providing advice
in relation to any matter referred to herein.

This announcement is not for distribution in or into the United States or to
any US Person, Australia, Canada, Japan, New Zealand, the Republic of South
Africa, any European Economic Area state or any other jurisdiction in which
its distribution may be unlawful.

The securities of the Company have not been, and will not be, registered under
the United States Securities Act of 1933 (as amended) (the "Securities Act")
or the securities laws of any states of the United States or under any of the
relevant securities laws of Canada, Australia, New Zealand, the Republic of
South Africa, Japan or any EEA member state or their respective territories or
possessions. Accordingly, the Shares may not (unless an exemption from such
legislation or such laws is available) be offered, sold or delivered, directly
or indirectly, in or into the United States, Canada, Australia, New Zealand,
the Republic of South Africa, Japan or any EEA member state or their
respective territories or possessions. The Company is not registered under the
United States Investment Company Act of 1940 (as amended) and investors will
not be entitled to the benefits of such legislation. There has not been and
there will be no public offering of the Company's securities in the United
States. No offer, purchase, sale or transfer of the Shares may be made except
under circumstances which will not result in the Company being required to
register as an investment company under the Investment Company Act.

Information to Distributors                    : Solely for the purposes of
the product governance requirements contained within: (a) EU Directive
2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b)
Articles 9 and 10 of the Commission Delegated Directive (EU) 2017/593
supplementing MiFID II; (c) local implementing measures; and/or (d) (where
applicable to UK investors or UK firms) the relevant provisions of the UK
MiFID Laws (including the FCA's Product Intervention and Governance Sourcebook
(PROD) (together the "MiFID II Product Governance Requirements")), and
disclaiming all and any liability, whether arising in tort, contract or
otherwise, which any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto, the Shares
have been subject to a product approval process, which has determined that
such Shares are: (i) compatible with an end target market of professionally
advised retail investors who do not need a guaranteed income or capital
protection, who (in conjunction with an appropriate financial or other
adviser) are capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses that may
result therefrom and investors who meet the criteria of professional clients
and eligible counterparties, each as defined in MiFID II or the UK MiFID Laws
(as applicable) and who do not need a guaranteed income or capital protection;
and (ii) eligible for distribution through all distribution channels as are
permitted by MiFID II or the UK MiFID Laws, as applicable (the "Target Market
Assessment").

Any person subsequently offering, selling or recommending the securities (a
"distributor") should take into consideration the manufacturer's target market
assessment; however, a distributor subject to the UK MiFID Laws or MiFID II
(as applicable) is responsible for undertaking its own target market
assessment in respect of the Shares (by either adopting or refining the
manufacturer's Target Market Assessment) and determining appropriate
distribution channels.

Distributors should note that: the price of the Shares may decline and
investors could lose all or part of their investment; the Shares offer no
guaranteed income and no capital protection; and an investment in the Shares
is compatible only with investors who do not need a guaranteed income or
capital protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits and risks of
such an investment and who have sufficient resources to be able to bear any
losses that may result therefrom. The Target Market Assessment is without
prejudice to the requirements of any contractual, legal or regulatory selling
restrictions in relation to the Issue including, without limitation, those set
out in the Prospectus. Furthermore, it is noted that, notwithstanding the
Target Market Assessment, Deutsche Numis will only procure investors in
connection with the Placing who meet the criteria of professional clients and
eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute:
(a) an assessment of suitability or appropriateness for the purposes of MiFID
II or the UK MiFID laws (as applicable); or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take any other
action whatsoever with respect to the Shares.



Copyright (c) 2025 PR Newswire Association,LLC. All Rights Reserved