TIDMRMII TIDMTTM
RNS Number : 2554A
RM Infrastructure Income PLC
23 May 2023
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The information communicated in this announcement is deemed to
constitute inside information as stipulated under the UK Version of
Market Abuse Regulation (EU) No. 596/2014 (as incorporated into UK
Law by virtue of the European Union (Withdrawal) Act 2018, and as
subsequently amended ("MAR"). Upon the publication of this
announcement, this information is considered to be in the public
domain.
RM Infrastructure Income PLC
(the "Company" or "RMII")
LEI: 213800RBRIYICC2QC958
Shareholder Update
As previously announced, the Company continues to deliver upon
its investment objective of providing attractive NAV total returns,
outperforming many other fixed income comparables, and generating a
high and growing net interest income in excess of the annual
dividend target of 6.5 pence per share*. The Company has also
refreshed its investment focus on social & environmental
infrastructure, increasing exposures to its core target sectors
with approximately 59% of the portfolio's committed capital
currently invested within social & environmental
infrastructure.
Although RMII is well positioned from an investment perspective,
the Company's shares, in common with many investment companies,
have traded at a discount over a period of time. This, coupled with
the Company being of a small scale, has created challenges in
generating improved liquidity in the Company's shares and has
restricted the Company's ability to grow.
In early April 2023, while preparing for the proposed liquidity
opportunity consultation, the RMII Board (the "Board") received a
non-binding indicative proposal which involved a combination of all
the Company's assets with another investment company under Section
110 of the Insolvency Act 1986 (the "Proposal"). Unusually for a
Section 110 approach, the Proposal did not include any option,
partial or otherwise, for RMII Shareholders to elect to receive
cash (such as through a run-off liquidation pool as the Company's
investments are realised over time). For the avoidance of doubt,
the Proposal did not anticipate any offer for the Company,
recommended or otherwise, under the City Code on Takeovers and
Mergers.
Since the initial approach in early April, the Board has
attempted to address various issues with the Proposal which would
have negatively impacted RMII Shareholders but progress to date has
been limited. If the counterparty is willing to substantially
improve its offer, then the Board intends to explore this
opportunity further. At this time, no heads of terms have been
agreed by the Board and the counterparty's board of directors and
consequently there can be no certainty that any potential
transaction would be successfully completed.
While the Board believes the Company remains in a strong
position to continue to generate attractive returns for RMII
Shareholders, in connection with the above, the Board today
announces that it intends to undertake a review of the Company's
strategy to consider its future prospects. The review will include
a consideration of:
-- a continuation of the Company's existing investment policy and strategy;
-- a partial or full exit opportunity (which may be undertaken
by way of a buy back as and when the Company's investments mature,
or other method of distribution, such as the creation of a new
share class which would return capital to holders of such shares as
investments are realised over time);
-- a combination of the Company's assets with another suitable
investment company or fund under section 110 of the Insolvency Act,
possibly coupled with a liquidity opportunity, pursuant to the
Proposal or otherwise; or
-- a managed wind-down of the Company.
When considering a potential combination of the Company's assets
with another suitable investment company, the Board is also mindful
that a number of the Company's peers trade at discounts similar to,
or wider than, RMII.
As a result of the foregoing, the commencement of the announced
liquidity opportunity consultation has been superseded to allow for
a broader review of the Company's strategy to take place.
Singer Capital Markets and Peel Hunt, joint brokers to the
Company, will contact RMII Shareholders shortly.
The Board will update RMII Shareholders on the progress of the
strategic review, as appropriate. During this process the Company's
existing investment policy and strategy will continue to be
applied. There can be no certainty as to the outcome of the
strategic review nor whether any potential transaction arising
would be successfully completed.
For further information, please contact:
RM Infrastructure Income RMInfraCoSecmailbox@apexfs.group
plc
Norman Crighton
Singer Capital Markets
James Maxwell
Asha Chotai 020 7496 3000
Peel Hunt LLP
Luke Simpson
Liz Yong 020 7418 8900
Notes
*The dividend target is a target only and not a profit forecast.
There can be no assurance that this target will be met, or that the
Company will make any distributions at all and it should not be
taken as an indication of the Company's expected future results.
The Company's actual returns will depend upon a number of factors,
including but not limited to the Company's net income and level of
ongoing charges.
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.
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.
RM Funds is a signatory to the Principles of Responsible
Investment.
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May 23, 2023 02:01 ET (06:01 GMT)
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