JPMorgan Global Growth & Income Regulatory News (JGGI)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in the United States or in any other jurisdiction in which the same would be unlawful. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

24 January 2024

JPMorgan Global Growth & Income plc

Legal Entity Identifier: 5493007C3I0O5PJKR078

Proposed rollover of assets from JPMorgan Multi-Asset Growth & Income plc

Introduction

The Board of JPMorgan Global Growth & Income plc ("JGGI" or the "Company") is pleased to announce that it has agreed Heads of Terms with the Board of JPMorgan Multi-Asset Growth & Income plc ("MATE") in respect of a proposed rollover of assets from MATE to JGGI to be effected by way of a section 110 scheme of reconstruction by MATE (the "Scheme") and the issuance of new ordinary shares of JGGI to MATE shareholders as consideration for that transfer of assets.

The above proposals are referred to herein as the "Proposals".

The Board of JGGI believes that the Proposals will provide additional scale to JGGI allowing shareholders to benefit from further cost efficiencies, in particular, as a result of the Company's tiered management fee structure. On the basis of valuations as at 22 January 2024, following implementation of the Proposals the weighted average management fee payable on NAV is expected to be 0.42 per cent. per annum and the ongoing charges ratio is expected to be below 0.50 per cent.

New JGGI shares that are issued to MATE shareholders will be issued on a Formula Asset Value ("FAV") for FAV basis. The JGGI FAV and the MATE FAV will be calculated using the respective net asset values of each company on an agreed calculation date.

JPMorgan Funds Limited has agreed to make a cost contribution, to take effect as a waiver of its management fee, equal to the aggregate of the transaction costs incurred by each of JGGI and MATE in connection with the Proposals. Any costs of the realignment/realisation of the MATE portfolio will be borne by MATE. Any costs associated with the transfer of the MATE portfolio to JGGI and any admission fees in connection with the issue of new JGGI shares shall be borne by the enlarged JGGI.

The Proposals will be subject to the approval by the shareholders of both JGGI and MATE in addition to regulatory and tax approvals. It is expected that the Scheme and Proposals will be completed by the end of March 2024.

As it is expected that the rollover of MATE's assets to JGGI will be effected in accordance with section 110 of the Insolvency Act 1986, the Proposals are not expected to represent a transaction falling within the scope of the City Code on Takeovers and Mergers.

Tristan Hillgarth, Chairman of JGGI, commented:

"The Proposals are expected to provide additional scale to the Company building on recent transactions and ongoing issuance, all of which contribute to cost savings for shareholders as JGGI benefits from its tiered management fee structure and fixed costs being spread over a larger asset base. This transaction further demonstrates the interest in the Company's investment proposition and the Board believes JGGI is well placed to continue to deliver for shareholders over the long-term."

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