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M&G Credit Income Investment Trust plc (MGCI) M&G Credit Income Investment Trust plc: Proposed Placing 18-Jan-2019 / 16:24 CET/CEST Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT. This announcement is an advertisement for the purposes of the Prospectus Rules of the UK Financial Conduct Authority (the "FCA") and not a prospectus. This announcement does not constitute or form part of, and should not be construed as, an offer for sale or subscription of, or solicitation of any offer to subscribe for or to acquire, any Ordinary Shares (as defined below) in any jurisdiction, including in or into the United States, Canada, Australia, New Zealand, the Republic of South Africa or Japan. Investors should not subscribe for or purchase any Ordinary Shares referred to in this announcement except on the basis of information in the prospectus (the "Prospectus") published on 26 September 2018 by the Company (as defined below) in connection with the proposed admission of its Ordinary Shares to listing on the premium segment of the Official List of the UK Listing Authority and to trading on the main market for listed securities of London Stock Exchange plc. The information contained within this announcement constitutes inside information. The person responsible for arranging for the release of this announcement on behalf of the Company is James Poole of Link Company Matters Limited, Company Secretary. 18 January 2019 M&G Credit Income Investment Trust plc Proposed Placing The Board of M&G Credit Income Investment Trust plc (the "Company") notes the strong demand for the Company's ordinary shares (the "Ordinary Shares"), with the Ordinary Shares having traded at a premium to NAV since IPO. The Board has also been made aware that a number of IPO investors are seeking to increase their holdings in the Company. As the scale of indicative demand is material and cannot be easily satisfied through liquidity in the market, the Board has decided to undertake a placing of new Ordinary Shares (the "Placing") pursuant to the Company's Placing Programme. The Placing is being made available to existing and new investors. Any new Ordinary Shares issued pursuant to the Placing will be issued at a price of 101 pence each (the "Placing Price"). Winterflood Securities Limited ("Winterflood") is acting as bookrunner to the Company in relation to the Placing. The expected timetable for the Placing is as follows: 2019 Placing opens 21 January Placing closes 1.00 p.m. on 30 January Results of Placing announced 30 January Admission of new Ordinary Shares 4 February All Ordinary Shares issued pursuant to the Placing will, when issued and fully paid, confer the right to receive all dividends or other distributions made, paid or declared, if any, by reference to a record date after the date of their issue. The maximum number of Ordinary Shares being made available pursuant to the Placing is 25 million. The Investment Manager has confirmed that the Placing will not impact the anticipated time it will take for the Company to be fully invested nor will it affect the Company's ability to meet its initial dividend target. Applications will be made for the new Ordinary Shares issued pursuant to the Placing to be admitted to listing on the premium segment of the Official List of the UK Listing Authority and to trading on the premium segment of the main market for listed securities of London Stock Exchange plc. It is expected that dealings in the new Ordinary Shares will commence at 8.00 a.m. on 4 February 2019. The Placing will be made through Winterflood, subject to the terms and conditions contained in Part 11 of the Prospectus. The decision to allot new Ordinary Shares to any person pursuant to the Placing shall be at the absolute discretion of Winterflood (in consultation with the Company and the Investment Manager). By making an offer to subscribe for new Ordinary Shares under the Placing, investors will be deemed to have accepted the terms and conditions of the Placing contained in Part 11 of the Prospectus. An investor that has made an offer to subscribe for new Ordinary Shares under the Placing accepts that following the closing of the bookbuild such offer shall be irrevocable (subject to any statutory withdrawal rights). Upon being notified of its allocation of new Ordinary Shares in the Placing, an investor shall be contractually committed to acquire the number of new Ordinary Shares allocated to it at the Placing Price. Winterflood, in agreement with the Company and the Investment Manager, may choose to accept applications, either in whole or in part, on the basis of allocations determined, and may scale down any bids for this purpose, on such basis as the Company and Winterflood may determine. Winterflood may also, notwithstanding the above, subject to the prior consent of the Company: (i) allocate new Ordinary Shares after the time of any initial allocation to any person submitting a bid after that time; and (ii) allocate new Ordinary Shares after the bookbuild has closed to any person submitting a bid after that time. Other information Terms used in this announcement shall, unless the context otherwise requires, bear the meanings given to them in the Prospectus which can be found on the Company's website at www.mandg.co.uk/CreditIncomeInvestmentTrust [1]. For further information please contact: Winterflood Securities Limited 020 3100 0000 Darren Willis Andrew Marshall Neil Morgan Chris Mills M&G Credit Income Investment Trust plc LEI: 549300E9W63X1E5A3N24 Important Notice The content of this announcement has been prepared by, and is the sole responsibility of, M&G Credit Income Investment Trust plc. Neither the content of the Company's website nor any website accessible by hyperlinks to the Company's website is incorporated in, or forms part of, this announcement. The distribution of this announcement and any other documentation associated with the Placing into jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession these documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws or regulations of any such jurisdiction. In particular, such documents should not be distributed, forwarded to or transmitted, directly or indirectly, in whole or in part, in into or from the United States, Canada, Australia, New Zealand, the Republic of South Africa or Japan or any other jurisdiction where to do so may constitute a violation of the securities laws or regulations of any such jurisdiction. Certain statements made in this announcement are forward-looking statements. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Such statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties that could cause actual events or results to differ materially from any expected future events or results expressed or implied in these forward-looking statements. The information contained in this announcement is subject to change without notice and the Company does not take any responsibility or obligation nor does it intend to revise or update publicly or review any of the forward-looking statements in this announcement to reflect events or circumstances after the date of this announcement (except to the extent required by the FCA, the London Stock Exchange or by applicable law, the Listing Rules or the Disclosure Guidance and Transparency Rules). Prospective investors should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement, as a prediction of actual results or otherwise. Members of the public are not eligible to take part in the Placing. This announcement and the terms and conditions referred to herein are directed in the United Kingdom only at persons selected by Winterflood who are (a) "investment professionals" falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "FPO") or "high net worth companies, unincorporated associations etc" falling within Article 49(2) of the FPO, or, if it is receiving the offer in circumstances under which the laws or regulations of a jurisdiction other
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January 18, 2019 10:25 ET (15:25 GMT)