CVC Income & Growth Limited Raises £16.5 Million Through Placing and WRAP Retail Offer

£16.5 Million Capital Raise Successfully Completed to Support Income and Growth Strategy

On 22 July 2026, CVC Income & Growth Limited announced the successful completion of a fundraising initiative generating gross proceeds of around £16.5 million. The capital raise consisted of two components: a placing targeting institutional and professional investors, and a WRAP retail offer aimed at qualifying retail investors. This dual approach reflects the company’s strategy to broaden its shareholder base while maintaining capital efficiency by reselling treasury shares rather than issuing new equity.

The board expressed satisfaction with the fundraising outcome, emphasizing the effective execution of both components. Utilizing treasury shares enabled the company to increase equity without diluting existing shareholders, a common practice among investment companies balancing capital growth with shareholder interests. The placing targeted larger investors, while the WRAP retail offer provided access to smaller retail investors meeting eligibility criteria.

Share Pricing and Premium Above Net Asset Value

The company resold redeemable ordinary shares at set prices: £1.1979 per Sterling share and €1.0955 per Euro share. These prices reflected a 0.65% premium to the cum-income NAV per share as of 10 July 2026, the last published NAV before the fundraising closed. This slight premium is standard in investment company capital raises, covering fundraising expenses while ensuring fairness for current and new shareholders.

Using the cum-income NAV as the pricing reference is significant, as it includes accrued but undistributed income, capturing the full economic value of the portfolio at that date. The 0.65% premium indicates fair valuation for new investors and modest proceeds to offset costs. Pricing was aligned with the most recent NAV to provide transparency and predictability for investors.

Expansion of Sterling and Euro Share Classes Through Multiple Tranches

The placing involved reselling 11,053,161 Sterling shares, the largest tranche by volume. The WRAP retail offer included 2,722,662 Sterling shares and 1,279 Euro shares to qualifying retail investors. This allocation across share classes and investor types demonstrates the company’s strategic management of its dual-currency share structure and accessibility across investor segments.

Following the fundraising, issued share capital (excluding treasury shares) stands at 210,081,816 Sterling shares and 87,652,070 Euro shares. The share classes have distinct voting rights: each Euro share carries one vote, while each Sterling share carries 1.17 votes, reflecting their nominal values and economic characteristics. The company retains substantial treasury shares, providing flexibility for future capital management.

Voting Rights Breakdown and Shareholder Notification Thresholds

The voting rights structure mirrors the dual-currency share classes. Euro shares confer one vote each, totaling 87,652,070 votes, while Sterling shares carry 1.17 votes each, totaling 245,795,724 votes. Combined, the company has 333,447,794 voting rights post-fundraising.

This total is the official denominator for shareholders to calculate notification obligations under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules. Investors must notify the company when crossing thresholds, typically 3% and multiples thereof. This clarity aids shareholders in compliance and reflects common practice for investment firms with multiple currency share classes.

Treasury Shares Provide Capital Management Flexibility

Post-fundraising, CVC Income & Growth Limited holds 161,927,943 Sterling shares and 54,448,605 Euro shares in treasury. Treasury shares do not carry voting rights or dividends but offer the company potential capital for future management activities. The significant treasury holdings relative to issued capital highlight the company’s strategic capital structure management and flexibility for investor returns.

Treasury shares enable future fundraising without increasing total share capital, share buybacks to return capital, or fulfilling employee share scheme obligations. Maintaining substantial treasury shares helps manage share price discounts or premiums relative to NAV and allows the company to adjust issued capital based on market conditions. Regulatory requirements mandate treasury shares be held and managed separately.

Settlement Timeline and Trade Processing

Trades for both the placing and WRAP retail offer were booked on 22 July 2026, with settlement expected on 24 July 2026, following the standard two-business-day cycle for UK equity transactions. This timeline allows investors to become shareholders of record and enables the company to operationalize the capital raise and deploy proceeds according to its investment goals.

The two-day settlement period ensures completion of back-office and regulatory processes, including share registration updates and shareholder record maintenance. Upon settlement, new shares will have full voting and dividend rights. Institutional investors will integrate holdings into portfolio systems and compliance frameworks accordingly.

WRAP Retail Offer Enhances Access for Individual Investors

The WRAP retail offer component underscores CVC Income & Growth Limited’s commitment to providing qualifying retail investors access to shares. Structured via the WRAP platform or similar distribution channels, it enables independent financial advisers and platforms to offer new shares. Through this offer, 2,722,662 Sterling shares and 1,279 Euro shares were sold to retail investors at the same prices as institutional participants.

Identical pricing across placing and WRAP retail offer ensures equitable treatment of all investors, reflecting best practices in investment company capital raises. This broadens the shareholder base and may improve secondary market liquidity by increasing the number of individual shareholders.

Investment Company Structure and NAV-Based Pricing

CVC Income & Growth Limited operates as a closed-ended investment company focused on income and growth. Its dual Sterling and Euro share classes cater to an international investor base and offer currency choice. Pricing new shares based on NAV is typical for such companies, differing from open-ended funds where share prices directly reflect NAV.

Shares in closed-ended companies often trade at discounts or premiums to NAV. However, capital raises are generally priced at or near NAV, often with a small premium to cover costs, ensuring fairness to existing and new shareholders. The 0.65% premium to cum-income NAV reflects this principle. Regular NAV publication provides transparency for investors to assess underlying portfolio value.

Regulatory Compliance and Professional Advisers

The fundraising was conducted within the UK’s regulatory framework for investment company capital raises. The announcement includes standard disclaimers restricting distribution in jurisdictions such as the US, Australia, New Zealand, Canada, South Africa, Japan, and the EEA, reflecting cross-border securities regulations.

BNP Paribas S.A., Jersey Branch acted as company secretary, managing corporate administration and shareholder communications. Winterflood Securities Limited served as placing agent and broker, overseeing the institutional placing and investor relations. Their involvement ensured compliance with FCA Listing Rules, Prospectus Regulation, and Disclosure Guidance and Transparency Rules. Regulatory requirements for capital raises have tightened, necessitating detailed investor communication records and adherence to marketing and investor protection rules.

Capital Base Expansion and Shareholder Register Growth

The £16.5 million fundraising significantly expands CVC Income & Growth Limited’s capital base. Resale of treasury shares increases equity and enhances capacity to deploy capital per investment objectives. For existing shareholders, the capital raise at NAV plus a modest premium should be neutral for earnings per share, assuming equivalent returns on deployed capital.

The increase in shareholder numbers, especially via the WRAP retail offer, may diversify the shareholder register. This could influence corporate governance, voting dynamics, and capital structure engagement. The board must ensure effective communication with the larger, more varied shareholder base. A broader investor base may also enhance secondary market liquidity through increased trading activity and tighter bid-offer spreads.