CIFU.L Regulatory News (CIFU)

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS OR INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.

This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of Carador INCOME FUND PLC ("CARADOR" OR THE "COMPANY") or other evaluation of any securities of Carador or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities. Neither the issue of this announcement nor any part of its contents constitutes an offer to sell or invitation to purchase any securities of Carador or any other entity or any persons holding securities of Carador.

 23 July 2012

Carador Income Fund plc

Result of Placing of New C Shares

Carador Income Fund plc (the "Company" or "Carador") is pleased to announce that it has conditionally raised US$125 million (before costs) through a placing of U.S. Dollar C Shares in the Company. The placing was oversubscribed. Singer Capital Markets Limited and Dexion Capital plc acted as joint placing agents for the Placing.

The Issue is conditional upon the admission of the U.S. Dollar C Shares to the Official List and to trading on the London Stock Exchange's Main Market for listed securities, which is expected to occur at 8.00 a.m. on 26 July 2012.

The Company has published a Prospectus dated 16 July 2012 in connection with the Issue of U.S. Dollar C Shares. The definitions used in this announcement are as set out in the Prospectus. 

The U.S. Dollar C Shares will convert into U.S. Dollar Shares ranking pari passu with the existing General Pool Shares of the same currency Class on the basis of the conversion ratio which will be calculated once 90 per cent. of the assets attributable to the U.S Dollar C Share Class (or such lower percentage as the Directors may determine at their absolute discretion) have been invested or committed to be invested.

The net proceeds of the Issue will, after deducting all expenses of the Issue, which are fixed at 2 per cent. of the gross placing proceeds, be all or substantially invested in accordance with the Company's investment objective and policy. 

The Company's investment objective is to produce attractive and stable returns with low volatility compared to equity markets by investing in a diversified portfolio of Senior Notes of CLOs collateralised by senior secured bank loans and equity and mezzanine tranches of CLOs. The Company seeks to achieve its investment objective through investment in cashflow CLO transactions, managed by portfolio managers with proven track records. It seeks to achieve diversification across asset class, geography, manager, and maturity profile. Each investment is collateralised by a diverse pool of fixed income assets. There can be no guarantee that the Company's investment objective will be achieved.

 Following Admission the Company will have in issue

·; 419,053,358 U.S. Dollar Shares trading under the ticker CIFU

·; 125,000,000 US Dollar C Shares trading under the ticker CIFC

Accordingly the total number of voting rights in the Company following Admission will be 544,053,358

Werner Schwanberg, Chairman, said

"The results of this oversubscribed placing, the third placing since August 2011, demonstrates the continuing attraction of the Company for investors, in particular, its strong cash flows and diversified exposure to secured loans through CLOs. With a current dividend yield in excess of 14% and market capitalisation in excess of $500 million, we believe the Company offers an attractive way to gain exposure to this asset class."

Mark Moffat, on behalf of the Investment Manager, said

"I have been pleased with investor response to our investment strategy. We believe this is an attractive time to invest the C share proceeds. GSO's deep resources are being used to seek to maximise returns for both existing and new investors."

Expected Timetable*:

* The dates and times specified above are subject to change without further notice.

References to times are London times unless otherwise stated.

GSO Capital Partners

GSO Capital Partners LP (together with its affiliates, including GSO Capital Partners International LLP, "GSO") is the global credit platform of The Blackstone Group L.P. (NYSE: BX) and has approximately $49.3 billion of assets under management as of 31 May 2012. It is one of the largest credit-oriented alternative asset managers in the world and a major participant in the leveraged finance marketplace. GSO seeks to generate superior risk-adjusted returns in its credit business by investing in a broad array of strategies, including mezzanine securities, distressed investing, event driven hedge funds, leveraged loans and other special situation strategies.

Enquiries:

Disclaimer

This announcement has been approved for issue in the United Kingdom for the purposes of section 21 of the UK Financial Services and Markets Act 2000 by GSO Capital Partners International LLP ("GSOCPI") which is authorised and regulated by the United Kingdom Financial Services Authority.

This announcement and the information contained herein is not for release, publication or distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan or to any U.S. person (U.S. Person") as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act") or into any other jurisdiction where applicable laws prohibit its release, distribution or publication. This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities anywhere in the world, including in or into the United States, Canada, Australia or Japan. No recipient may distribute or make available this announcement, directly or indirectly, to any other person. Recipients of this announcement in jurisdictions outside the UK should inform themselves about and observe any applicable legal requirements in their jurisdictions. In particular, the distribution of this announcement may in certain jurisdictions be restricted by law. Accordingly, recipients represent that they are able to receive this announcement without contravention of any applicable legal or regulatory restrictions in the jurisdiction in which they reside or conduct business.

This announcement has been prepared by Carador and is the sole responsibility of Carador. No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this announcement is accepted and no representation, warranty or undertaking, express or implied, is or will be made by Carador, GSOCPI, Singer Capital Markets Limited ("Singer"), Dexion Capital plc ("Dexion") or any of their respective directors, officers, employees, advisers, representatives or other agents ("Agents") for any information or any of the opinions contained herein or for any errors, omissions or misstatements. None of GSOCPI, Singer, Dexion nor any of their respective Agents makes or has been authorised to make any representation or warranties (express or implied) in relation to Carador or as to the truth, accuracy or completeness of this announcement, or any other written or oral statement provided. In particular, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be placed on, any projections, targets, estimates or forecasts contained in this announcement and nothing in this announcement is or should be relied on as a promise or representation as to the future.

This document is an advertisement and does not constitute a prospectus, offering memorandum, or offer or solicitation to any person in any jurisdiction to purchase or sell any investment. No information set out in or referred to in connection with these materials is intended to form the basis of any contract of sale, investment decision or any decision to purchase any securities, nor should such information be construed as providing financial, investment or other professional advice. These materials should not be considered by the recipient as a recommendation relating to the acquisition or disposal of investments. It is recommended that recipients of these materials seek their own independent legal, tax, financial and other advice. These materials do not contain sufficient information to support an investment decision and investors should ensure that they obtain all available relevant information before making any investment. Investment decisions should be based solely on the Prospectus and not on information contained in these materials. Copies of the prospectus may be obtained, subject to applicable law, for collection free of charge from the registered office of the Company. Copies of the prospectus will also be available, for inspection only, from the National Storage Mechanism at http://www.hemscott.com/nsm.do.

Carador has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and investors will not be entitled to the benefits of that Act. The securities described in this announcement have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold, within the United States, or to or for the account or benefit of U.S. Persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, and in compliance with any applicable securities laws of any state or other jurisdiction of the United States and under circumstances which would not require Carador to register under the Investment Company Act. The securities described in this announcement are being offered and sold (i) outside the United States only to, or for the account or benefit of, non-U.S. Persons pursuant to Regulation S under the Securities Act and (ii) within the United States only to, or for the account or benefit of, persons who are both "qualified institutional buyers" as defined in Rule 144A under the Securities Act and "qualified purchasers" as defined in Section 2(a)(51) of the Investment Company Act. No public offering of the securities is being made in the United States.

The securities described in this announcement are subject to restrictions on transferability and resale and may not be transferred or resold, directly or indirectly, in or into the United States, or to or for the account or benefit of U.S. Persons, or under circumstances which would require Carador to register under the Investment Company Act.

These materials may include statements that are, or may be deemed to be, "forward-looking statements". In some cases, such forward-looking statements can be identified by the use of forward-looking terminology, including the terms "targets", "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual performance, results of operations, internal rate of return, financial condition, liquidity, distributions to shareholders and the development of its financing strategies may differ materially from the impression created by any forward-looking statements contained in this document.

The securities described in this announcement may not be acquired by investors using assets of (a) an employee benefit plan (as defined in Section 3(3) of the U.S. Employee Retirement Income Security Act of 1974, as amended ("ERISA")) subject to Part 4 of Subtitle B of Title I of ERISA (a "Plan"); (b) a plan described in Section 4975(e)(1) of the U.S. Internal Revenue Code of 1986, as amended (the "Code") to which Section 4975 of the Code applies (also, a "Plan"); (c) any entity whose underlying assets include Plan assets by reason of a Plan's investment in such entity (together with Plans, a "Benefit Plan Investor"); or (d) any other employee benefit plan subject to any federal, state, local or other law or regulation that is substantially similar to the prohibited transaction provisions of Section 406 of ERISA or Section 4975 of the Code (an "Other Plan"), or any entity that is acting on behalf of or using the assets of any Benefit Plan Investor or Other Plan with respect to the purchase, holding or disposition of the securities described in this announcement.

Singer, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting for Carador and no-one else in connection with the potential offering of securities by Carador (the "Offering") and is not advising any person or treating any person as its customer in relation to the Offering and will not be responsible to anyone other than Carador for providing the protections afforded to customers of Singer Capital Markets Limited or for providing advice in relation to the Offering.

Dexion, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting for Carador and no-one else in connection with the Offering and is not advising any person or treating any person as its customer in relation to the Offering and will not be responsible to anyone other than Carador for providing the protections afforded to customers of Dexion Capital plc or for providing advice in relation to the Offering.

By reading this document you will be deemed to have represented, warranted and undertaken for the benefit of Singer and Dexion and others that (a) you are outside the United States and not a U.S. Person, (b) you have read and agree to comply with the contents of this notice, you will keep the information in this document and delivered in any accompanying document and all information about Carador confidential, and will not reproduce or distribute, directly or indirectly, any such information, and (c) you are permitted in accordance with applicable laws to receive such information.