Tender Offer

RM Infrastructure Income PLC

24 April 2026

 

THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION IN WHOLE OR IN PART IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA OR ANY OTHER JURISDICTION WHERE ITS RELEASE, PUBLICATION OR DISTRIBUTION IS OR MAY BE UNLAWFUL. 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.

24 April 2026

RM Infrastructure Income Plc
(the "Company" or "RMII")

LEI: 213800RBRIYICC2QC958

Confirmation of Tender Price and Shares Available

Further to the Company's announcement dated 19 March 2026, the Company confirms that the Tender Price at which the Tender Offer is being made is 74.77 pence per Ordinary Share, equal to the Net Asset Value ("NAV") per Ordinary Share as at 31 March 2026.  

The Company also announces that the final maximum aggregate value of the Tender Offer is £12,379,610. Therefore, the total number of Tender Offer shares available for purchase by Singer Capital Markets (on behalf of the Company) is 16,556,106, resulting in a Basic Entitlement percentage of approximately 21.88 per cent. for Eligible Shareholders.

An Eligible Shareholder tendering up to their Basic Entitlement will have their tender satisfied in full. Any Eligible Shareholder tendering more than their Basic Entitlement will have their Excess Application satisfied if there are sufficient remaining Available Shares. Such Available Shares shall be apportioned to Eligible Shareholders pro rata to their Excess Applications should other Eligible Shareholders not tender the full amount of their Basic Entitlement and as a result of certain Overseas Shareholders not being permitted to participate in the Tender Offer.

Basic Entitlements will be calculated by reference to registered shareholdings as at the Tender Record Date and will be rounded down to the nearest whole number of Ordinary Shares.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

	2026
Latest time and date for receipt of Forms of Proxy, appointments of proxy via CREST or any other electronic voting instructions for the General Meeting	10.00 a.m. on 22 April
Time and date of General Meeting	10.00 a.m. on 24 April
Result of General Meeting expected to be announced	24 April
Latest time and date for receipt of Tender Forms, settlement of TTE Instructions in CREST and Tender Offer Closing Date	1.00 p.m. on 30 April
Tender Record Date	6.00 p.m. on 30 April
Result of Tender Offer expected to be announced	1 May
Completion of the Tender Offer	5 May
CREST accounts settled in respect of unsold tendered Ordinary Shares held in uncertificated form	by 13 May
CREST settlement date: Payments through CREST made and CREST accounts settled for successfully tendered CREST shares	by 13 May
Cheques for successfully tendered Certificated shares and balancing share certificates despatched to certificated Shareholders	by 13 May

The times and dates set out in the expected timetable may, in certain circumstances, be adjusted by the Board (subject to advice from Singer Capital Markets), in which event, details of the new times and dates will be notified as required, to the London Stock Exchange and, where appropriate, to Shareholders and an announcement will be made through a Regulatory Information Service. Al references to times in this announcement are to London time.

Capitalised terms in this announcement shall have the same meaning attributed to them in the Circular unless otherwise defined in this announcement.

The Circular can be viewed on the Company's website at https://rm-funds.co.uk/rm-infrastructure-income/ and at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. In addition, those Shareholders (other than Restricted Shareholders) who have elected to receive hard copies of documents will have received a copy of the Circular by post.

For further information, please contact:

RM Funds - Investment Manager James Robson Thomas Le Grix De La Salle	0131 603 7060
Singer Capital Markets - Financial Adviser and Broker James Maxwell	020 7496 3000
Apex Listed Funds Services (UK) Limited - Administrator and Company Secretary Grace Goudar Sylvanus Cofie	020 3327 9720

About RM Infrastructure Income Plc 

The Company aims to generate attractive and regular dividends and positive social impact by lending to assets at the forefront of providing essential services to society.

Its diversified portfolio of loans sourced or originated by the Investment Manager with a degree of inflation protection through index-linked returns where appropriate. Loans in which the Company invests are predominantly secured against assets such as real estate or plant and machinery and/or income streams such as account receivables.

For more information, please contact James Robson at RM Funds.

About RM Funds

RM Funds is an alternative asset manager. Founded in 2010, with offices in Edinburgh, and London, the firm manages capital on behalf of institutional investors, multi-asset allocators, wealth managers and retail investors. RM Funds focuses on real asset investing across liquid alternatives and private markets.

RM Funds is a delivery partner to the British Business Bank in connection with the Coronavirus Business Interruption Loan Scheme. RM Funds is a trading name of RM Capital Markets Limited.

IMPORTANT INFORMATION

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 being made directly or indirectly in or into the United States, Australia, Canada, Japan, New Zealand, the Republic of South Africa or any member state of the European Economic Area, and cannot be accepted from within United States, Australia, Canada, Japan, New Zealand, the Republic of South Africa or any member state of the European Economic Area. 

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 Singer Capital Markets 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.

Singer Capital Markets Securities Limited, which conducts its UK investment banking activities as Singer Capital Markets ("Singer Capital Markets") is authorised and regulated in the United Kingdom by the FCA and is exclusively advising the Company and no one else in connection with the Tender Offer. Singer Capital Markets will not be responsible to any person other than the Company for providing the protections afforded to its customers, nor for providing advice in relation to the Tender Offer or the contents of this announcement or the Circular. Nothing in this paragraph shall serve to exclude or limit any responsibilities which Singer Capital Markets may have under the Financial Services and Markets Act 2000 (as amended) or the regulatory regime established thereunder.

The content of the website referred to in this announcement is not incorporated into, and does not form part of, this announcement.

 

END