CIFU.L Regulatory News (CIFU)

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS OR IN OR INTO THE UNITED STATES, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM OR IRELAND), CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

 31 October 2017

Carador Income Fund plc (the "Company")

Results of Repurchase Opportunity

Further to the announcement published by the Company on 12 October 2017, the Company is pleased to confirm the results of the repurchase opportunity whereby Eligible Shareholders (as defined below) may elect to have their shares in the Company ("Shares") converted into repurchase pool shares (the "Repurchase Opportunity"). Repurchase pool shares are Shares which participate in a separate pool of assets and liabilities within the Company (the "Repurchase Pool") created for the purposes of the Repurchase Opportunity (the "Repurchase Pool Shares"). Eligible shareholders are shareholders of the Company who may lawfully be offered the opportunity to request the conversion of their Shares into Repurchase Pool Shares as part of the Repurchase Opportunity ("Eligible Shareholders").

The Company has received valid elections from and on behalf of shareholders for 144,451,569 U.S. Dollar shares of no par value ("U.S. Dollar Shares"), representing 26.6 per cent. of the issued U.S. Dollar Shares of the Company as of 30 October 2017, to redesignate such U.S. Dollar Shares into Repurchase Pool Shares of no par value. A total of 144,451,569 U.S. Dollar Shares will therefore be redesignated into Repurchase Pool Shares (the "Redesignation").

An application will be made to the London Stock Exchange ("LSE") for admission (the "Admission") of the Repurchase Pool Shares to trading on the Specialist Fund Segment of the Main Market of the LSE. The Company has received confirmation from the LSE that the Repurchase Pool Shares satisfy the LSE's eligibility criteria for Admission.

It is expected that the Redesignation will be completed, Admission will become effective and, subject to Admission, dealings in the Repurchase Pool Shares will commence, at 8:00 a.m. on 22 November 2017.

Expected Timetable

The ISIN of the Repurchase Pool Shares is IE00BF7TWD13, the SEDOL is B3D60Z0 and the TIDM is CIFR. 

Capitalised terms not otherwise defined in this announcement shall have the meaning given to them in the prospectus of the Company.

Enquiries:

IMPORTANT INFORMATION

This announcement has been prepared by, and is the sole responsibility of, the directors of the Company.

Nplus1 Singer Advisory LLP ("N+1 Singer") and Fidante Capital ("Fidante") are each acting only for the Company in connection with the matters described in this announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of N+1 Singer nor Fidante or advice to any other person in relation to the matters contained herein.

This announcement should not be taken as an inducement to engage in any investment activity and is for the purpose of providing information about the Company. This announcement does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any share in the Company or securities in any other entity, in any jurisdiction, including the United States, any member state of the European Economic Area (other than the United Kingdom or Ireland), Canada, Japan or South Africa 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, and the information contained therein, is not for viewing, release, distribution or publication in or into the United States, any member state of the European Economic Area (other than the United Kingdom or Ireland), Canada, Japan, South Africa or any other jurisdiction where applicable laws prohibit its release, distribution or publication, and will not be made available to any national, resident or citizen of the United States, any member state of the European Economic Area (other than the United Kingdom or Ireland), Canada, Japan or South Africa.

The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes must inform themselves about, and observe, any such restrictions. Any failure to comply with the restrictions may constitute a violation of the federal securities law of the United States and the laws of other jurisdictions.

The shares issued and to be issued by the Company (the "Shares") have not been and will not be registered under the US 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. The Shares may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, into or within the United States, or to, or for the account or benefit of, US persons (as defined in Regulation S under the Securities Act). No public offering of the Shares is being made in the United States.

The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended (the "Investment Company Act") and, as such, holders of the Shares will not be entitled to the benefits of the Investment Company Act. No offer, sale, resale, pledge, delivery, distribution or transfer of the Shares may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. Neither the U.S. Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of the Shares or passed upon or endorsed the merits of the offering of the Shares or the adequacy or accuracy of the Prospectus. Any representation to the contrary is a criminal offence in the United States. In addition, the Shares are subject to restrictions on transferability and resale in certain jurisdictions and may not be transferred or resold except as permitted under applicable securities laws and regulations. Investors may be required to bear the financial risks of their investment in the Shares for an indefinite period of time. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions.

This announcement may include "forward-looking statements". All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, investment strategy, plans and objectives are forward-looking statements.

Forward-looking statements are subject to risks and uncertainties and accordingly the Company's actual future financial results and performance may differ materially from the results and performance expressed in, or implied by, the statements. These forward-looking statements speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Prospectus Rules of the Financial Conduct Authority or other applicable laws, regulations or rules.

The Company is an investment company with variable capital incorporated under the laws of Ireland and authorised by the Central Bank of Ireland as a professional investor fund. A copy of the Company's prospectus may be obtained from the website of the Company at www.carador.co.uk.