1
February 2024
CVC Income & Growth
Limited
(the "Company")
(a
closed-ended investment company incorporated in Jersey with
registration number 112635)
Registered Office: IFC 1, The
Esplanade, St Helier, Jersey, JE1 4BP
Addition of Placing of Shares as part of
the March 2024 Semi-Annual Tender
The Company hereby announces the addition in
the March 2024 Tender of an option for tendering Shareholders to
tender Shares for placing with third party investors (a
"Placing"), as an
alternative to having the Shares repurchased by the Company. By
participating in the Placing, Shareholders have the opportunity to
realise their Shares and receive the consideration for all
successfully placed Shares up to 10 weeks earlier than the
consideration payable for Shares repurchased by the Company
pursuant to the March 2024 Tender. Such an outcome will depend on
the extent to which Winterflood Securities Limited ("Winterflood") identifies investors
willing to buy the Shares ("Placees") at a price per Share (the
"Placing Price") which is
equal to or higher than the floor price set by the Company (as
detailed below). Shares not placed successfully will be repurchased
in the same way as they would be under the current Tender Terms and
Conditions.
The Company considered it prudent to introduce
the Placing on account of the Shares having traded close to or at
par with the prevailing NAV over recent months. It allows the
Company to preserve scale while allowing Shareholders the
opportunity to realise their investments early and at the Placing
Price which:
· may be better
than the price such Shareholders would achieve on the open-market;
and
· is similar to
(though not the same as) the Tender Price.
Shareholders should note that the Placing Price
may be lower than the Tender Price.
In consideration of its role in the Placing in
the March 2024 Tender, the Company will pay Winterflood a
commission of 0.5 per cent. of the gross proceeds generated by the
Placing Purchases.
Summary of the
Placing arrangements
For the March 2024 Tender:
· Shareholders
(other than Restricted Shareholders) who held Shares on the
relevant Tender Record Date may, instead of simply tendering Shares
for repurchase, elect to have the Shares be placed by Winterflood
with Placees.
· The Placing Price
shall be subject to a floor price per Share of an amount equal to
98% of the last net asset value per Share published by the Company
before the Placing closes on 5 March 2024.
· The consideration
for each successful Placing will be paid in accordance with the
regular settlement procedures under the Tender Terms and Conditions
(as amended and restated on 1 February 2024) (the "Amended and Restated Tender Terms and
Conditions").
· Where Placees are
not willing to take all Shares submitted for a Placing, Shares
tendered for the Placing will be scaled back on a pro rata
basis.
· All unplaced
Shares will be deemed to have been tendered for purchase by the
Company at the Tender Price and will be repurchased in the same way
as they would be under the current Tender Terms and
Conditions.
· This announcement
should be read in conjunction with the Amended and Restated Tender
Terms and Conditions which are available on the Company's
website.
The Board considers that the necessary
amendments which have been made to the Tender Terms and Conditions
are of a technical or administrative nature and, accordingly, have
been published on the Company's website.
All defined terms in this announcement shall
have the meaning given to them in the Amended and Restated Tender
Terms and Conditions, unless otherwise defined in this
announcement.
Enquiries:
CVC Income & Growth Limited:
+44 (0)1534 625522
Richard Boléat
BNP Paribas S.A., Jersey Branch:
+44
(0)1534 813873