4 February 2025
LEI: 549300E9W63X1E5A3N24
M&G Credit Income Investment
Trust plc
Publication of a Circular and Notice
of General Meeting
The Board of M&G Credit Income Investment Trust plc (the
“Company”)
announces that it has today published a circular (the
“Circular”) to
convene a general meeting (the “General Meeting”) to allow
Shareholders to consider and, if thought fit, approve the allotment
of up to a further 31,002,226 Ordinary Shares (representing in
total 20 per cent. of the issued Ordinary Share capital of the
Company on the basis that the authorities granted at the 2024 AGM
are fully exhausted), with statutory pre-emption rights disapplied
(the “Proposals”).
Background to the
Proposals
At the 2024 AGM, Shareholders approved the allotment of up to
14,091,900 Ordinary Shares (representing approximately 10 per cent.
of the then issued share capital) on a non-pre-emptive basis, such
authority to expire at the conclusion of the 2025 AGM. Since the
2024 AGM, the Ordinary Shares have traded at an average premium to
the prevailing NAV per Ordinary Share of 1.0 per cent. and the
Company has issued over 9.6 million Ordinary Shares, comprising
issuance from treasury and new issuance, raising over £9.3 million
of capital.
There has been high and sustained demand for Ordinary Shares
from a wide range of investors, including an increasing number of
retail investors. As a result, as at the Latest Practicable Date,
the Directors have authority to allot up to 4,415,368 additional
Ordinary Shares on a non-pre-emptive basis which represents 2.9 per
cent. of the issued share capital of the Company. If the current
rate of issuance were to continue, the 2024 AGM Allotment Authority
would be expected to be fully utilised some time in advance of the
2025 AGM, where the renewal of such authority would typically be
sought.
The Resolutions are being put forward for the primary purpose
of ensuring that the Company can continue to meet ongoing demand
for Ordinary Shares from investors pursuant to the operation of its
"zero discount" policy. This policy is designed to ensure that the
Ordinary Shares trade close to NAV in normal market conditions
through a combination of Ordinary Share buybacks and the issue of
new Ordinary Shares, or resale of Ordinary Shares held in treasury,
where demand exceeds supply.
General Allotment
Authorities
The Board is seeking approval from the
Shareholders:
-
to allot up to a further
15,501,113 Ordinary Shares, in addition to those already authorised
by the 2024 AGM Allotment Authority (representing approximately 10
per cent. of the issued share capital of the Company calculated on
the basis that the 2024 AGM Allotment Authority has been fully
utilised), for the period up until the end of the 2025 AGM, with
statutory pre-emption rights disapplied; and
-
to allot up to a further
15,501,113 Ordinary Shares, in addition to those already authorised
by the 2024 AGM Allotment Authority and the authority described
above (representing approximately 10 per cent. of the issued share
capital of the Company calculated on the basis that the 2024 AGM
Allotment Authority has been fully utilised), for the period up
until the end of the 2025 AGM, with statutory pre-emption rights
disapplied.
Any Ordinary Shares would be issued at a price of not less
than the prevailing NAV per Ordinary Share together with a premium
intended to cover the costs and expenses of the issue of Ordinary
Shares.
Given the nature of the Company's strategy, the Board
believes that the Investment Manager will be able to deploy any
additional capital raised pursuant to the General Allotment
Authorities within a period that would not result in any material
dilution in returns for existing Shareholders.
As at the date of the Circular, the Company does not hold any
shares in treasury.
Benefits of the Proposals
The Board believes that the Proposals, once implemented, have
the following benefits for Shareholders:
-
they will enable the Board to
manage actively its existing Ordinary Share price premium to NAV,
thus enabling compliance with the Company's “zero discount”
policy;
-
continued issuance will increase
the NAV, therefore spreading the Company’s fixed costs over a
larger capital base and reducing its ongoing charges ratio;
and
-
they may enable increased
liquidity in the Ordinary Shares in the secondary
market.
General Meeting
The formal notice convening the General Meeting, to be held
at the offices of M&G Alternatives Investment Management
Limited, 10 Fenchurch Avenue, London EC3M 5AG at 9:30 a.m. on 27
February 2025, is set out at Part III of the Circular. The Notice
of General Meeting includes the full text of the
Resolutions.
Expected Timetable
Latest time and date for receipt of hard copy forms of proxy
or electronic proxy appointments for the General Meeting
|
9.30 a.m. on 25 February 2025
|
General Meeting
|
9.30 a.m. on 27 February 2025
|
Publication of the results of the General Meeting
|
27 February 2025
|
All times are UK times. Each of the
times and dates in this expected timetable (other than in relation
to the General Meeting) may be extended or brought forward. Any
changes to the expected timetable will be notified to the market by
the Company via an RIS announcement.
Terms used and not defined in this announcement shall have
the meanings given to them in the Circular.
A copy of the Circular has been submitted to the National
Storage Mechanism and will shortly be available for inspection
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Circular will also be available on the Company's
website:
http://www.mandg.co.uk/creditincomeinvestmenttrust.
Neither the NSM website nor the Company's website nor the
content of any website accessible from hyperlinks on those websites
(or any other website) is (or is deemed to be) incorporated into,
or forms (or is deemed to form) part of this
announcement.
Enquiries:
M&G Credit Income Investment
Trust plc
|
0203 757 1912
|
MUFG Corporate Governance Limited, Company
Secretary
|
|
Winterflood Investment
Trusts
|
0203 100 0000
|
Neil Morgan
|
|