PR Newswire
LONDON, United Kingdom, February 24
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND , THE REPUBLIC OF
SOUTH AFRICA, ANY MEMBER STATE OF THE EEA OR ANY OTHER JURISDICTION WHERE TO DO
SO MAY RESULT IN THE CONTRAVENTION OF ANY REGISTRATION OR OTHER LEGAL
REQUIREMENT OF SUCH JURISDICTION.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 February 2026
BLACKROCK FRONTIERS INVESTMENT TRUST PLC
Tender Offer Update
Further to the announcement made by BlackRock Frontiers Investment Trust plc
(the «Company») on 23 February 2026, the Company announces that Winterflood has
sold 250,000 Ordinary Shares to Incoming Investors based on the Net Asset Value
per Ordinary Share on 23 February 2026, being 200.08 pence per Ordinary Share.
The assets of the Tender Pool (other than cash) will now be realised and a
further announcement will follow in due course.
Capitalised terms used in this announcement, unless otherwise defined, have the
same meanings as set out in the circular published by the Company on 10 December
2025.
LEI: 5493003K5E043LHLO706
ISIN: GB00B3SXM832
Enquiries: 020 7743 3000
BlackRock Investment Management (UK) Limited
Sarah Beynsberger
Lucy Dina
Winterflood Securities Limited
Neil Morgan 020 3100 0292
Sophia Bechev
Disclaimer
This announcement contains forward-looking statements. These forward-looking
statements include all matters that are not historical facts. These forward
-looking statements are made based upon the Company’s expectations and beliefs
concerning future events impacting the Company and therefore involve a number of
risks and uncertainties. Forward-looking statements are not guarantees of future
performance, and the Company’s actual results of operations, financial condition
and liquidity may differ materially and adversely from the forward-looking
statements contained in this announcement. Forward-looking statements speak only
as of the day they are made and the Company does not undertake to update its
forward-looking statements unless required by law.
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 available to Shareholders with registered or mailing
addresses in a Restricted Territory, or who are citizens or nationals of, or
resident in, a Restricted Territory.
Certain Overseas Shareholders are being excluded from the Tender Offer in order
to avoid breaching applicable local laws relating to the implementation of the
Tender Offer. 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.
Winterflood Securities Limited («Winterflood»), which is authorised and
regulated by the Financial Conduct Authority in the United Kingdom, is acting
exclusively for the Company and no-one else in connection with the Proposals and
will not be responsible to anyone other than the Company for providing the
protections afforded to customers of Winterflood or for providing advice in
relation to the Tender Offer or any matter referred to in the Circular or
herein. Nothing hereinshall serve to exclude or limit any responsibilities
which Winterflood may have under the FSMA or the regulatory regime established
thereunder.
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 Winterflood 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.
Notice for U.S. Shareholders
The Tender Offer relates to securities in a non-U.S. company registered in
England and Wales and listed on the London Stock Exchange and is subject to the
disclosure requirements, rules and practices applicable to companies listed in
the United Kingdom, which differ from those of the United States in certain
material respects. A circular has been prepared in accordance with UK style and
practice for the purpose of complying with the laws of England and Wales and the
rules of the FCA and of the London Stock Exchange, and U.S. Shareholders should
read the entire circular. The Tender Offer is not subject to the disclosure and
other procedural requirements of Regulation 14D under the U.S. Exchange Act. The
Tender Offer will be made in the United States pursuant to Section 14(e) of, and
Regulation 14E under, the U.S. Exchange Act, subject to the exemptions provided
by Rule 14d-1 thereunder and otherwise in accordance with the requirements of
the rules of the FCA and the London Stock Exchange. Accordingly, the Tender
Offer will be subject to disclosure and other procedural requirements that are
different from those applicable under U.S. domestic tender offer procedures and
law. The Company is not listed on a U.S. securities exchange, is not subject to
the periodic reporting requirements of the U.S. Exchange Act and is not required
to, and does not, file any reports with the SEC thereunder.
It may be difficult for U.S. Shareholders to enforce certain rights and claims
arising in connection with the Tender Offer under U.S. federal securities laws
since the Company is located outside the United States and its officers and
directors reside outside the United States. It may not be possible to sue a non
-U.S. company or its officers or directors in a non-U.S. court for violations of
U.S. securities laws. It also may not be possible to compel a non-U.S. company
or its affiliates to subject themselves to a U.S. court’s judgment.
To the extent permitted by applicable law and in accordance with normal UK
practice, the Company, Winterflood or any of their affiliates, may make certain
purchases of, or arrangements to purchase, Ordinary Shares outside the United
States during the period in which the Tender Offer remains open for acceptance,
including purchases of Ordinary Shares effected by Winterflood acting as market
maker in the Ordinary Shares.
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