UK Mortgages Ltd Project Solace and EGM Results

 
TIDMUKML 
 
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION 
 
                                                                  18 March 2022 
 
                        TWENTYFOUR INCOME FUND LIMITED 
    (a non-cellular company limited by shares incorporated in the Island of 
 Guernsey under the Companies (Guernsey) Law 2008, as amended, with registered 
number 56128 and registered as a Registered Closed-ended Collective Investment 
          Scheme with the Guernsey Financial Services Commission. LEI 
                             549300CCEV00IH2SU369) 
 
                             UK MORTGAGES LIMITED 
 (a closed-ended investment company incorporated with limited liability under 
     the laws of Guernsey with registered number 60440 and registered as a 
    Registered Closed-ended Collective Investment Scheme with the Guernsey 
           Financial Services Commission. LEI: 549300388LT7VTHCIT59) 
 
                           Update on Proposed Merger 
 
Further to the announcement on 8 February 2022 in relation to the proposed 
merger of TwentyFour Income Fund Limited ("TFIF") and UK Mortgages Limited 
("UKML"), the Board of UKML is pleased to announce that the special resolutions 
proposed at the Extraordinary General Meeting held earlier today were approved 
and that Andrea Frances Alice Harris and Benjamin Alexander Rhodes of Grant 
Thornton Limited, PO Box 313, Lefebvre House, Lefebvre Street, St. Peter Port, 
Guernsey GY1 3TF have therefore been appointed as the Liquidators. 
 
  Special Resolution            For                Against 
 
           1                 88,305,512             10,219 
 
           2                 88,305,512             10,219 
 
Following support for the resolutions it is expected that the transaction will 
complete, with new TFIF Shares being issued in the week commencing 28 March. A 
further announcement setting out the final Scheme Entitlements is expected on 
23 March including the Acquisition Value per UKML Share, the TFIF Issue Price 
and the number of New TFIF Shares expected to be issued under the Scheme. 
 
The full text of the special resolutions can be found in the notice of the 
Extraordinary General Meeting contained in UKML's circular to Shareholders 
dated 3 March 2022 (the "Circular"). 
 
The Circular is available for viewing on UKML's website, https:// 
www.twentyfouram.com/view/GG00BXDZMK63/uk-mortgages-limited#documents. 
 
Trading in the UKML Shares was suspended at 7.30 a.m. this morning. UKML, 
through its advisers, has notified the London Stock Exchange of UKML's 
intention to cancel the admission of UKML Shares to trading at 8.00 a.m. on 30 
March 2022. 
 
The Scheme remains conditional on (a) Admission of the New TFIF Shares to the 
premium segment of the Official List of the FCA and to trading on the premium 
segment of the London Stock Exchange's main market; and (b) a reorganisation of 
the entity that holds UKML's assets in connection with the Scheme that is 
expected to complete on 23 March 2022. 
 
Expected timetable 
 
                                                      2022 
 
Calculation date                                      Close of business 18 March 
 
Publication of the Acquisition Value per UKML Share   23 March 
and the TFIF Issue Price 
 
Date of completion of the reorganisation of the       23 March 
entity that holds UKML's assets 
 
Date of transfer of Rollover Pool to TFIF             24 March 
 
Admission of the New TFIF Shares issued under the     8.00 a.m. on 24 March 
Scheme to the Official List and to trading on the 
London Stock Exchange, and dealings in the New TFIF 
Shares commence 
 
CREST accounts credited with the New TFIF Shares      24 March 
issued under the Scheme 
 
Share certificates in respect of the New TFIF Shares  Week commencing 28 March 
issued under the Scheme expected to be despatched 
 
UKML shares cancelled from trading on the London      8.00 a.m. on 30 March 
Stock Exchange 
 
Enquiries: 
 
Numis 
 
Financial Adviser and Corporate Broker to TFIF 
Hugh Jonathan / Matt Goss 
Tel: [phone] 
 
 
Numis 
 
Financial Adviser and Corporate Broker to UKML 
 
Nathan Brown / Vicki Paine 
 
Tel: [phone] 
 
Grant Thornton 
 
Liquidators of UKML 
 
Tom Angus 
 
Tel: [phone] 
 
Northern Trust International Fund Administration Services (Guernsey) Limited 
Company Secretary to both TFIF and UKML 
Tel: [phone] 
 
Notes: 
 
Capitalised terms used in this announcement, unless otherwise defined, have the 
same meanings as set out in the Circular. 
 
Numis Securities Limited ("Numis"), which is authorised and regulated in the 
United Kingdom by the Financial Conduct Authority ("FCA"), is acting for TFIF 
and UKML and for no one else in connection with the Scheme and will not regard 
any other person as its client and will not be responsible to anyone other than 
TFIF or UKML for providing the protections afforded to clients of Numis or for 
advising any such person in connection with the contents of this announcement 
or the Scheme. 
 
 
 
END 
 
 

(END) Dow Jones Newswires

March 18, 2022 08:05 ET (12:05 GMT)