[SC TO-I/A] Herzfeld Credit Income Fund, Inc Amended Issuer Tender Offer

Rhea-AI Filing Summary

Herzfeld Credit Income Fund, Inc. filed Amendment No. 1 to its Schedule TO, updating its issuer tender offer to repurchase up to 845,433 shares of common stock, equal to 5% of outstanding shares. The amendment adds a press release with preliminary results.

The offer expired on October 15, 2025 at 5:00 p.m. Eastern Time. The tender terms were set forth in the Offer to Purchase dated September 17, 2025 and the related Letter of Transmittal, which remain incorporated by reference.

As filed with the Securities and Exchange Commission on October 16, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

Amendment No. 1

Herzfeld Credit Income Fund, Inc.

(Name of Subject Company (Issuer)

Herzfeld Credit Income Fund, Inc.

(Name of Filing Person (Issuer)

Common Stock, par value $0.001

(Title of Class of Securities)

42804T106

(CUSIP Number of Securities)

Thomas K. Morgan

Herzfeld Credit Income Fund, Inc.

119 Washington Avenue, Suite 504

Miami Beach, Florida 33139

Telephone: (305) 777-1660

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications on Behalf of the Person(s) Filing Statement)

With a Copy to:

John P. Falco, Esq.

Troutman Pepper Hamilton Sanders LLP

3000 Two Logan Square | 18th & Arch Streets

Philadelphia, PA 19103

Telephone: (215) 981-4659

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

	☐	Third-party tender offer subject to Rule 14d-1.
	☒	Issuer tender offer subject to Rule 13e-4.
	☐	Going-private transaction subject to Rule 13e-3.
	☐	Amendment to Schedule 13D under Rule 13d-2.
	☐	Check the following box if the filing is a final amendment reporting the results of the tender offer.

This Amendment No. 1 (“Amendment No. 1”) amends and supplements the Tender Offer Statement on Schedule TO originally filed by Herzfeld Credit Income Fund, Inc. (the “Fund”) with the Securities and Exchange Commission on September 17, 2025 (“Schedule TO”). The Schedule TO relates to the offer by the Fund to purchase for cash up to 5% or 845,433 shares of its outstanding common stock, with par value of $0.001 (the “Shares”), upon the terms and subject to the conditions set forth in the Fund’s Offer to Purchase dated September 17, 2025 (the “Offer to Purchase”) and the related Letter of Transmittal (the “Letter of Transmittal,” which, together with the Offer to Purchase, set forth the terms that constitute the “Offer”), both of which are attached to Schedule TO as Exhibits (a)(1)(i) and (a)(1)(ii), respectively.

This Amendment No. 1 is being filed to update Item 12 of Schedule TO to include a press release announcing the preliminary results of the Offer, which expired on October 15, 2025, at 5:00 p.m. Eastern Time. A copy of the press release is attached hereto as Exhibit (a)(5)(iii). Only those items amended are reported in this Amendment No. 1. The information set forth in Schedule TO is incorporated herein by reference, except that such information is hereby amended and supplemented to the extent amended and supplemented by the exhibit filed herewith.

You should read this Amendment No. 1 together with Schedule TO, and all exhibits attached thereto, including the Offer to Purchase and the Letter of Transmittal, as each may have been amended or supplemented from time to time.

ITEM 12. EXHIBITS.

Item 12 of Schedule TO is hereby amended and supplemented to add the following exhibit:

(a)(5)((iii)) Press Release dated October 16, 2025*

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	Herzfeld Credit Income Fund, Inc.
By:	/s/ Erik M. Herzfeld
Name:	Erik M. Herzfeld
Title:	President

Dated as of: October 16, 2025

EXHIBIT INDEX

Exhibit	Description
(a)(5)(iii)	Press Release dated October 16, 2025

FAQ

What did HERZ file in this update?

HERZ filed Amendment No. 1 to its Schedule TO, adding a press release with preliminary tender offer results as Exhibit (a)(5)(iii).

How large is Herzfeld Credit Income Fund’s tender offer (HERZ)?

The offer is to purchase for cash up to 845,433 shares of common stock, representing 5% of outstanding shares.

When did the HERZ tender offer expire?

The offer expired on October 15, 2025 at 5:00 p.m. Eastern Time.

What new material was added by the amendment?

A press release announcing the preliminary results of the offer, attached as Exhibit (a)(5)(iii).

Which documents define the tender offer terms for HERZ?

The Offer to Purchase dated September 17, 2025 and the Letter of Transmittal, both incorporated by reference.

Is the tender offer an issuer repurchase by HERZ?

Yes. The offer is by the Fund to purchase for cash its own outstanding common stock.