GCP Infrastructure Investments Regulatory News (GCP)

GCP Infrastructure Investments Limited

(the "Company")

C Share Conversion Ratio and Admission of New Ordinary

Shares to Official List and trading on the London Stock

Exchange

16 April 2013

Further to its announcement dated 10 April 2013, the Company is pleased to announce the following information in relation to the conversion of its C Shares.

Conversion Ratio for C Shares

The Net Asset Values attributable to the Ordinary Shares and the C Shares as at the Calculation Time, being 9 April 2013, were 102.22 pence per share and 98.59 pence per share respectively. The Conversion Ratio for conversion of the C Shares, as calculated in accordance with the Company's prospectus dated 18 September 2012 (the "Prospectus"), is 0.9645 Ordinary Shares for every one C Share held.

On the basis of the Conversion Ratio, a holder of 10,000 C Shares will receive 9,645 New Shares upon Conversion.

Entitlements will be rounded down to the nearest whole share. Any fraction entitlements will be aggregated and sold in the market for the benefit of the Company.

The Ordinary Shares arising on Conversion will rank pari passu with, and will have the same rights as, the Ordinary Shares of the Company already in issue.

Further details of the Conversion and rights attaching to the C Shares are set out in the Prospectus. Terms defined in the Prospectus have the same meaning in this announcement unless otherwise defined.

Admission to the Official List and to trading on the London Stock Exchange

On the basis of the Conversion Ratio, the application has been made to the UK Listing Authority for 127, 603,350 New Shares to be admitted to the Official List. Application has also been made for the New Shares to be admitted to trading on the London Stock Exchange. It is expected that such admissions will become effective and that dealings in the New Shares will commence on 17 April 2013.

The C Shares will be permanently removed from trading on the London Stock Exchange with effect from the opening of trading at 8.00 a.m. on 17 April 2013.

Expected timetable:

Voting Rights and Capital

Effective from 17 April 2013, the Company's share capital will consist of 260,411,570 Ordinary Shares, each Ordinary Share conferring upon the holder one vote. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the Company under the FCA's Disclosure and Transparency Rules.

End of Announcement