CG Subsidiary Holdings L.L.C. - Aug 28, 2023 Form 4 Insider Report for Carlyle Credit Income Fund (CCIF)

Role
10%+ Owner
Signature
CG SUBSIDIARY HOLDINGS L.L.C. By: /s/ Jeffrey W. Ferguson Name: Jeffrey W. Ferguson Title: Managing Director
Stock symbol
CCIF
Transactions as of
Aug 28, 2023
Transactions value $
$40,000,007
Form type
4
Date filed
8/30/2023, 05:33 PM
Previous filing
Aug 17, 2022
Next filing
Sep 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CCIF Shares of Beneficial Interest Purchase $25M +3.01M $8.30 3.01M Aug 28, 2023 Direct F1, F4
transaction CCIF Shares of Beneficial Interest Purchase $4.18M +504K $8.30 504K Aug 28, 2023 See footnotes F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CCIF Contract to Purchase Purchase $10.8M +1.3M $8.30 1.3M Aug 28, 2023 Shares of Beneficial Interest 1.3M $8.30 See footnotes F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 18, 2023, CG Subsidiary Holdings, L.L.C. ("CG Sub Holdings"), commenced a tender offer (as amended and supplemented from time to time, the "Tender Offer") to purchase up to $25,000,006.70 in value of outstanding shares of beneficial interest in the Issuer (the "Shares"). The Tender Offer expired at 11:59 P.M., New York City time, on August 28, 2023 (the "Expiration Date"). A total of approximately 7,477,489 Shares were validly tendered and not withdrawn in connection with the Tender Offer. CG Sub Holdings accepted for purchase 3,012,049 of such Shares. The price per Share paid by CG Sub Holdings was $8.30 (the "Offer Price"), which equaled the net asset value per Share on August 14, 2023 and calculated on the following day.
F2 In connection with the Tender Offer and related transactions, CG Sub Holdings will purchase an additional 504,042 Shares from existing shareholders of the Issuer for the Offer Price. Such purchase is expected to close on September 12, 2023.
F3 In connection with the Tender Offer and related transactions, CG Sub Holdings will purchase an additional number of newly issued Shares from the Issuer at a price equal to the greater of the Offer Price and the net asset value per Share on September 12, 2023 for a total purchase price of $10,816,451.40. The number of Shares reflected above is calculated assuming such purchase occurs at the Offer Price. To the extent the purchase price is greater than the Offer Price, a fewer number of Shares will be purchased.
F4 The Carlyle Group Inc., which is a publicly traded entity listed on Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Sub Holdings (each of the foregoing entities, the "Carlyle Entities"). Each of the Carlyle Entities may be deemed to share beneficial ownership of the securities beneficially owned by CG Sub Holdings. Each of them disclaims beneficial ownership of such securities, except to the extent of their pecuniary interest therein.