Placing of New ZDP Shares

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in the United States or in any other jurisdiction in which the same would be unlawful. This announcement is an advertisement and does not constitute a prospectus and investors must only subscribe for or purchase any shares referred to in this announcement on the basis of information contained in a prospectus published today by the Company (as defined below) and any supplementary prospectus issued by the Company prior to the relevant Admission (as defined below) and not in reliance on this announcement. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract, commitment or investment decision whatsoever to purchase shares in the Company or otherwise.

Capitalised terms used but not defined in this announcement will have the same meaning as set out in the Circular dated 29 November 2016.

[16] January 2017

Acorn Income Fund Limited
(the “Company”)

Placing of New ZDP Shares

Background

On 29 November 2016, the Board announced proposals including:

1. the extension of the life of the existing ZDP Shares to 28 February 2022;
2. a Continuation Offer to ZDP Shareholders whereby such holders are given an opportunity to either receive their 2017 Final Capital Entitlement in cash on 31 January 2017 or to continue their investment in the existing ZDP Shares; and
3. the issue of New ZDP Shares to allow the Company to maintain its existing capital structure following the implementation of the Proposals, through the issue of New ZDP Shares to replace those ZDP Shares in respect of which elections are deemed to be made for the Cash Option.

Shareholders’ approval for the Proposals was announced on 21 December 2016.

Result of the Continuation Offer

The Company announces that 19,523,014 ZDP Shares have been elected for the Continuation Offer, which represents 91.4% of the ZDP Shares currently in issue.

Initial Placing of New ZDP Shares

The Company announces that the Company is making available to qualified investors (as defined in section 86(7) of the Financial Services and Markets Act 2000 (as amended)) up to 1,834,160 New ZDP Shares through the Initial Placing by Numis Securities Limited.

The number of New ZDP Shares to be issued, the issue price per New ZDP Share, and the allocation of New ZDP Shares to investors, will be determined by the Company and Numis following closing of the placing, which is expected at 11 a.m. on 27 January 2017 (but may close earlier or later at the absolute discretion of the Company).

Qualified investors are invited to apply for New ZDP Shares by contacting Numis on the contact details below.

The Company reserves the right to seek to place additional New ZDP Shares, up to the extent required for the Company to maintain its existing capital structure, following the closing of the Initial Placing and Offer of New Ordinary Shares.

Details of the New ZDP Shares (and the terms and conditions of application under the Initial Placing) are set out in the Prospectus, which is available on the Company's website at:

https://www.premierfunds.co.uk/media/899303/acorn-income-fund-prospectus-november-2016.pdf.

The ability of the Company to pay the 2022 Final Capital Entitlement is dependent on the performance of the Company’s investment portfolios. The New ZDP Shares are not a guaranteed, protected or secured investment and ZDP Shareholders may therefore not receive their full 2022 Final Capital Entitlement.

For further information please contact:

Broker, Financial Adviser and Sponsor:
Numis Securities Limited
Nathan Brown, Corporate Broking and Advisory, tel. [phone],[e-mail]
David Luck, Sales, tel. [phone],[e-mail]

Investment Manager:
Premier Fund Managers Limited
Nigel Sidebottom
Tel: [phone]
Email: [e-mail]

Company Secretary:
Northern Trust International Fund Administration Services (Guernsey) Limited
Cara De La Mare
Tel: [phone]
Email: [e-mail]

Expected timetable

	2017
Latest time and date for receipt of commitments under the Initial Placing	11.00 a.m. on 27 January
Publication of the Initial Issue Prices	27 January
Publication of the results of the Initial Placing and Offer	31 January
Effective Date of the Proposals	31 January
Admission and dealings in the Initial Placing and Offer Shares commence	8.00 a.m. on 1 February
CREST accounts of ZDP Shareholders who elect for the Continuation Option credited with amended ZDP Shares (for holders in uncertificated form)	as soon as practicable after 8.00 a.m. on 1 February
Consideration expected to be despatched to ZDP Shareholders who are deemed to have elected for the Cash Option via cheque or BACS	3 February
Despatch of (i) replacement ZDP Share certificates to ZDP Shareholders who elect for the Continuation Option (to holders in certificated form) and (ii) despatch of certificates for the Initial Placing and Offer Shares (for holders in certificated form)	in the week commencing 6 February

All of the times and dates in the expected timetable may be extended or brought forward without further notice. If any of the above times and/or dates change materially, the revised time(s) and/or date(s) will be notified to Shareholders by an announcement through a Regulatory Information Service provider.