Launch of £350 million Capital Raising

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3i Infrastructure (3IN)

UK 100

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Record Date for entitlements under the Open Offer	5.00 p.m. on 10 May 2016
Announcement of the Offer and commencement of bookbuilding in the Placing	7.00 a.m. on 12 May 2016
Publication of the Prospectus	12 May 2016
Ex entitlement date for the Open Offer	12 May 2016
Open Offer Entitlements enabled in CREST and credited to stock accounts of Qualifying Shareholders in CREST	13 May 2016
Ex entitlement date for final dividend on the existing ordinary shares	19 May 2016
Record date for final dividend on the existing ordinary shares	20 May 2016
Recommended latest time for requesting withdrawal of Open Offer Entitlements from CREST	4.30 p.m. on 1 June 2016
Latest time and date for depositing Open Offer Entitlements into CREST	3.00 p.m. on 2 June 2016
Latest time and date for splitting of Open Offer application forms (to satisfy bona fide market claims only)	3.00 p.m. on 3 June 2016
Latest time and date for receipt of completed application forms from intermediaries in respect of the Intermediaries Offer	11.00 am on 7 June 2016
Latest time and date for receipt of completed Open Offer application forms and payment in full under the Open Offer or settlement of relevant CREST instruction (as appropriate)	11.00 a.m. on 7 June 2016
Latest time and date for receipt of bids in the bookbuilding in the Placing	11.00 a.m. on 7 June 2016
Announcement of the results of the Offer and, if applicable, the Additional Issue through a Regulatory Information Service	8 June 2016
Admission and commencement of dealings in the New Ordinary Shares	10 June 2016
CREST accounts credited in respect of New Ordinary Shares in uncertificated form	10 June 2016
Dispatch of definitive share certificates for Open Offer Shares in certificated form	17 June 2016

1	it is a Relevant Person (as defined above) and undertakes that it will acquire, hold, manage or dispose of any Placing Shares that are allocated to it for the purposes of its business;
2	in the case of a Relevant Person in a Member State of the European Economic Area which has implemented the Prospectus Directive (a "Relevant Member State"), (i) it is a Qualified Investor, and (ii) in the case of any Placing Shares acquired by it as a financial intermediary, as that term is used in Article 3(2) of the Prospectus Directive: (a) the Placing Shares acquired by it in the Placing have not been acquired on behalf of, nor have they been acquired with a view to their offer or resale to, persons in any Relevant Member State other than Qualified Investors or in circumstances in which the prior consent of J.P. Morgan Cazenove and RBC Capital Markets and the Company has been given to the offer or resale; or (b) where Placing Shares have been acquired by it on behalf of persons in any Relevant Member State other than Qualified Investors, the offer of those Placing Shares to it is not treated under the Prospectus Directive as having been made to such persons;
3	in the case of a Placee in a Member State of the European Economic Area which has implemented the Alternative Investment Fund Managers Directive (which means Directive 2011/61/EU)(the "AIFMD"), it is a person to whom Placing Shares may lawfully be marketed under AIFMD or under the applicable implementing legislation (if any) of such Member State; and
4	it is either (i) outside the United States, is neither a U.S Person (within the meaning of Regulation S ("Regulation S") under the U.S. Securities Act of 1933, as amended (the "Securities Act")) nor a U.S Resident (as defined below), it is subscribing for Placing Shares in an "offshore transaction" (within the meaning of Regulation S) and is purchasing the Placing Shares for its own account or is purchasing the Placing Shares for an account with respect to which it exercises sole investment discretion and that it (and any such account) is outside the United States and is not a U.S. Person or it is a dealer or other professional fiduciary in the United States acting on a discretionary basis for non-U.S. beneficial owners (other than an estate or trust), in reliance upon Regulation S, or (ii) a "qualified institutional buyer" ("QIB") as defined in Rule 144A under the Securities Act ("Rule 144A") and also a "qualified purchaser" ("QP") as defined under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"). "U.S. Residents" for these purposes means any U.S. Person, as well as (i) any natural person who is only temporarily residing outside the United States, (ii) any account of a U.S. Person over which a non-U.S. fiduciary has investment discretion or any entity, which, in either case, is being used to circumvent the registration requirements of the Investment Company Act and (iii) any employee benefit or pension plan that does not have as its participants or beneficiaries persons substantially all of whom are not U.S. Persons. In addition, for these purposes, if an entity either has been formed for or operated for the purpose of investing in the New Ordinary Shares or facilitates individual investment decisions, such as a self-directed employee benefit or pension plan, it will be treated as a U.S. Resident to the extent one or more of the beneficiaries or other interest holders of such entity are U.S. Residents.

1	represents and warrants that it has read this Announcement (including this Appendix) in its entirety and acknowledges that its acquisition of Placing Shares is subject to and based upon the Prospectus and all the terms, conditions, representations, warranties, indemnities, acknowledgements, agreements and undertakings and other information contained herein, and undertakes not to redistribute or duplicate this Announcement (including this Appendix);
2	acknowledges that none of J.P. Morgan Cazenove, RBC Capital Markets, the Company and the Investment Adviser nor any of their respective Affiliates nor any person acting on behalf of any of them has provided, and will not provide it, with any material regarding the Placing Shares or the Company other than this Announcement (including this Appendix) and Prospectus; nor has it requested any of J.P. Morgan Cazenove and RBC Capital Markets, the Company, any of their Affiliates or any person acting on behalf of any of them to provide it with any such information;
3	acknowledges that the content of this Announcement (including this Appendix), the Prospectus or any information previously published by or on behalf of the Company is exclusively the responsibility of the Company and, in the case of the Prospectus, the persons stated therein as accepting responsibility for the Prospectus, and that none of J.P. Morgan Cazenove, RBC Capital Markets, their respective Affiliates nor any person acting on J.P. Morgan Cazenove's and RBC Capital Markets's behalf has or shall have any liability for any information, representation or statement contained in this Announcement (including this Appendix), the Prospectus or any information previously published by or on behalf of the Company and will not be liable for any Placee's decision to participate in the Placing based on any information, representation or statement contained in this Announcement (including this Appendix), the Prospectus, or otherwise. Each Placee further represents, warrants and agrees that the only information on which it is entitled to rely and on which such Placee has relied in committing itself to acquire the Placing Shares is contained in this Announcement (including this Appendix), the Prospectus, such other publicly available information that it deems necessary to make an investment decision in respect of the Placing Shares and that it has neither received nor relied on any other information given or other representations, warranties or statements made by any of J.P. Morgan Cazenove, RBC Capital Markets, the Company or the Investment Adviser and none of J.P. Morgan Cazenove, RBC Capital Markets, the Company or the Investment Adviser will be liable for any Placee's decision to accept an invitation to participate in the Placing based on any other information given or representation, warranty or statement made, provided that nothing in this paragraph excludes the liability of any person for fraudulent misrepresentation made by that person. Each Placee further represents and warrants that it has relied on its own investigation of the business, financial or other position of the Company and has independently made its own analysis and decision with regard to its commitment to subscribe for Placing Shares;
4	acknowledges that it has not relied on any information relating to the Company contained in any research reports prepared by J.P. Morgan Cazenove and RBC Capital Markets, their respective Affiliates or any person acting on its or any of their respective Affiliates' behalf and that neither J.P. Morgan Cazenove nor RBC Capital Markets nor any person acting on behalf of them nor any of their respective Affiliates has or shall have any liability for any publicly available or filed information of the Company or any information, representation, warranty or statement relating to the Company contained therein or otherwise, provided that nothing in this paragraph excludes the liability of any person for fraudulent misrepresentation made by that person;
5	if in a Member State of the European Economic Area, unless otherwise specifically agreed with J.P. Morgan Cazenove and RBC Capital Markets in writing, represents and warrants that it is a Qualified Investor within the meaning of the Prospectus Directive;
6	if in a Member State of the European Economic Area which has implemented AIFMD, represents and warrants that it is a person to whom Placing Shares may lawfully be marketed under AIFMD or under the applicable implementing legislation (if any) of such Member State;
7	if in the UK, represents and warrants that it is a Qualified Investor and also a person (i) who has professional experience in matters relating to investments falling with Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) falling within Article 49(2)(A) to (D) ("High Net Worth Companies, Unincorporated Associations, etc") of the Order; or (iii) to whom this Announcement (including this Appendix) may otherwise be lawfully communicated;
8	represents and warrants that it is not, and at the time the Placing Shares are acquired will not (unless an exemption under the relevant securities laws is available) be a resident of Australia, Canada, Japan or South Africa, and has such knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of an investment in the Placing Shares, will not look to J.P. Morgan Cazenove and RBC Capital Markets for all or part of any such loss it may suffer, is able to bear the economic risk of an investment in the Placing Shares, is able to sustain a complete loss of the investment in the Placing Shares and has no need for liquidity with respect to its investment in the Placing Shares;
9	represents and warrants that it is not a person who is listed in the Prospectus as a person to whom New Ordinary Shares may not be issued;
10	if it is a resident of Switzerland, it is a "regulated qualified investor" as defined in the CISA and its implementing ordinance;
11	if it is resident in Guernsey, it is a regulated entity or otherwise licensed under the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended;
12	represents and warrants that it is, or at the time the Placing Shares are acquired that it will be, the beneficial owner of such Placing Shares, or that the beneficial owner of such Placing Shares is not (unless an exemption under the relevant securities laws is available) a resident of Australia, Canada, Japan or South Africa;
13	represents and warrants that either it is (i) outside the United States, is neither a U.S Person (within the meaning of Regulation S under the Securities Act) nor a U.S. Resident, it is subscribing for Placing Shares in an "offshore transaction" (within the meaning of Regulation S) and is purchasing the Placing Shares for its own account or is purchasing the Placing Shares for an account with respect to which it exercises sole investment discretion and that it (and any such account) is outside the United States and is not a U.S. Person or U.S. Resident or it is a dealer or other professional fiduciary in the United States acting on a discretionary basis for non-U.S. beneficial owners (other than an estate or trust), in reliance upon Regulation S, or (ii) a qualified institutional buyer as defined in Rule 144A under the Securities Act and also a "qualified purchaser" ("QP") as defined under the Investment Company Act;
14	other than as may be expressly agreed with the Company, J.P. Morgan Cazenove and RBC Capital Markets, represents and warrants that it is not an ERISA plan investor (which term includes (a) employee benefit plans that are subject to Section 406 of the U.S. Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or plans, individual retirement accounts and other arrangements that are subject to Section 4975 of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), (b) plans, individual retirement accounts and other arrangements that are subject to provisions under applicable U.S. federal, state, local or other laws or regulations that are substantially similar to Section 406 of ERISA or Section 4975 of the Code ("Similar U.S. Laws") and (c) entities the underlying assets of which are considered to include "plan assets" of such plans, accounts and arrangements) and are not purchasing the Securities on behalf of, or with the "plan assets" of, any Plan;
15	acknowledges that no action has been or will be taken by any of the Company, J.P. Morgan Cazenove, RBC Capital Markets or any person acting on behalf of the Company, J.P. Morgan Cazenove or RBC Capital Markets that would, or is intended to, permit a public offer of the Placing Shares in any country or jurisdiction other than the United Kingdom where any such action for that purpose is required;
16	acknowledges that the Placing Shares have not been and will not be registered under the Securities Act or with any State or other jurisdiction of the United States, nor approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any other United States regulatory authority, that the Company has not been registered as an "investment company" under the Investment Company Act and that the Placing Shares are being offered and sold on behalf of the Company in "offshore transactions" (within the meaning of Regulation S) to persons who are not U.S. Persons or to a limited number of persons in the United States pursuant to an available exemption from registration under the Securities Act;
17	acknowledges that no representation has been made as to the availability of Rule 144 or any other exemption under the Securities Act for the reoffer, resale, pledge or transfer of the Placing Shares;
18	represents and warrants that neither it nor its affiliates nor any person acting on its or their behalf have engaged or will engage in any "directed selling efforts" (within the meaning of Regulation S) with respect to the Placing Shares in the United States;
19	represents and warrants that the issue to it, or the person specified by it for registration as holder, of Placing Shares will not give rise to a liability under any of sections 67, 70, 93 or 96 of the Finance Act 1986 (depositary receipts and clearance services) and that the Placing Shares are not being acquired in connection with arrangements to issue depositary receipts or to transfer Placing Shares into a clearance system;
20	represents and warrants that it has complied with its obligations in connection with money laundering and terrorist financing under the Proceeds of Crime Act 2002, the Terrorism Act 2003, the Terrorism Act 2006, the Money Laundering Regulations 2007 of the UK (SI 2007/2157), the Proceeds of Crime (Jersey) Law 1999 and the Money Laundering (Jersey) Order 2008, each as amended from time to time and/or as supplemented by any other applicable anti-money laundering guidance, regulations or legislation (the "Regulations") and, if making payment on behalf of a third party, that satisfactory evidence has been obtained and recorded by it to verify the identity of the third party as required by the Regulations;
21	acknowledges that it is a term of the Placee's participation in the Placing that, to ensure compliance with the Regulations, J.P. Morgan Cazenove and RBC Capital Markets may, in their absolute discretion, require verification of its identity. Pending the provision to J.P. Morgan Cazenove and RBC Capital Markets of evidence of identity, definitive certificates for the Placing Shares may be retained and/or the delivery of the Placing Shares into CREST may be delayed, each at J.P. Morgan Cazenove's and RBC Capital Markets's absolute discretion. J.P. Morgan Cazenove and RBC Capital Markets also reserve the right to reject in whole or in part, or to scale down or limit, any participation;
22	acknowledges that pursuant to the Data Protection (Jersey) Law 2005 and the Data Protection Act 1998, (the "DP Laws") the Company and/or its administrator (the "Administrator") and/or its registrar (the "Registrar"), may hold personal data (as defined in the DP Laws) relating to past and present shareholders and that such personal data held is used by the Administrator and the Registrar to maintain the Company's register of shareholders and mailing lists and this may include sharing data with third parties in one or more of the countries mentioned below when (a) effecting the payment of dividends and redemption proceeds to shareholders and the payment of commissions to third parties and (b) filing returns of shareholders and their respective transactions in shares with statutory bodies and regulatory authorities. Personal data may be retained on record for a period exceeding six years after it is no longer used. The countries referred to immediately above include, but need not be limited to: those in the European Economic Area and any of their respective dependent territories overseas, Andorra, Argentina, Australia, Canada, New Zealand, State of Israel, Switzerland, the United States and the Eastern Republic of Uruguay. By becoming registered as a holder of Placing Shares, a person becomes a data subject (as defined in each of the DP Laws) and is deemed to have consented to the processing by the Company, the Administrator and/or the Registrar of any personal data relating to them in the manner described above;
23	if a financial intermediary, as that term is used in Article 3(2) of the EU Prospectus Directive, represents and warrants that the Placing Shares purchased by it in the Placing will not be acquired on a non-discretionary basis on behalf of, nor will they be acquired with a view to their offer or resale to, persons in a Relevant Member State other than Qualified Investors (within the meaning of the Prospectus Directive), or in circumstances in which the prior consent of J.P. Morgan Cazenove and RBC Capital Markets has been given to the offer or resale;
24	represents and warrants that it has not offered or sold and, prior to the expiry of a period of six months from Admission, will not offer or sell any Placing Shares to persons in the United Kingdom, except to persons whose ordinary activities involve them in acquiring, holding, managing or disposing of investments (as principal or agent) for the purposes of their business or otherwise in circumstances which have not resulted and which will not result in an offer to the public in the United Kingdom within the meaning of section 85(1) of the Act;
25	represents and warrants that it has not offered or sold and will not offer or sell any Placing Shares to persons in the European Economic Area prior to Admission except to persons whose ordinary activities involve them in acquiring, holding, managing or disposing of investments (as principal or agent) for the purposes of their business or otherwise in circumstances which have not resulted in and which will not result in an offer to the public in any member state of the European Economic Area within the meaning of the Prospectus Directive;
26	represents and warrants that it has only communicated or caused to be communicated and will only communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 (the "Act")) relating to the Placing Shares in circumstances and in a manner in which section 21(1) of the Act does not require approval of the communication by an authorised person;
27	represents and warrants that it has complied and will comply with all applicable provisions of the Act with respect to anything done by it in relation to the Placing Shares in, from or otherwise involving, the United Kingdom;
28	represents and warrants that (i) it and any person on whose behalf it is acting is entitled to acquire the Placing Shares under the laws of all relevant jurisdictions; (ii) it has paid any issue, transfer or other taxes due in connection with its participation in the Placing; (iii) that it (and/or any such person) has fully observed such laws; (iv) it (and any such person) has all necessary capacity and has obtained all necessary consents and authorities to enable it to commit to this participation in the Placing and to perform its obligations in relation thereto (including, without limitation, in the case of any person on whose behalf it is acting, all necessary consents and authorities to agree to the terms set out or referred to in this Announcement (including this Appendix)) and will honour such obligations; and (v) it has not taken any action which will or may result in the Company, J.P. Morgan Cazenove and RBC Capital Markets, the Investment Adviser, any of their respective Affiliates or any person acting on their behalf being in breach of the legal and/or regulatory requirements of any territory in connection with the Placing;
29	undertakes that it (and any person on whose behalf it is acting) will make payment for the Placing Shares allocated to it in accordance with this Announcement (including this Appendix) on the due time and date set out in the trade confirmation against delivery of such Placing Shares, failing which the relevant Placing Shares may be placed with other subscribers or sold as J.P. Morgan Cazenove and RBC Capital Markets may in their sole discretion determine and without liability to such Placee and that it will remain liable for any shortfall below the net proceeds of such sale and the placing proceeds of such Placing Shares and may be required to bear any stamp duty or stamp duty reserve tax (together with any interest or penalties due pursuant to the terms set out or referred to in this Announcement (including this Appendix)) which may arise upon the sale of such Placee's Placing Shares on its behalf;
30	acknowledges that its allocation (if any) of Placing Shares will represent a maximum number of Placing Shares which it will be entitled, and required, to subscribe for, in the Placing and the Company, in consultation with J.P. Morgan Cazenove and RBC Capital Markets, may call upon it to subscribe for a lower number of Placing Shares (if any), but in no event in aggregate more than the aforementioned maximum in the Placing;
31	acknowledges that none of J.P. Morgan Cazenove, RBC Capital Markets, any of their respective Affiliates, nor any person acting on behalf of any of them, is making any recommendations to it, advising it regarding the suitability of any transactions it may enter into in connection with the Placing and that participation in the Placing is on the basis that it is not and will not be a client of J.P. Morgan Cazenove or RBC Capital Markets and that J.P. Morgan Cazenove and RBC Capital Markets have no duties or responsibilities to it for providing the protections afforded to its clients or customers or for providing advice in relation to the Placing nor in respect of any representations, warranties, undertakings or indemnities contained in the Placing Agreement nor for the exercise or performance of any of its rights and obligations thereunder including any rights to waive or vary any conditions or exercise any termination right;
32	undertakes that the person whom it specifies for registration as holder of the Placing Shares will be (i) itself or (ii) its nominee, as the case may be. None of J.P. Morgan Cazenove, RBC Capital Markets and the Company will be responsible for any liability to stamp duty or stamp duty reserve tax resulting from a failure to observe this requirement. Each Placee and any person on whose behalf it is acting agrees to participate in the Placing and it agrees to indemnify the Company, J.P. Morgan Cazenove and RBC Capital Markets in respect of the same on the basis that the Placing Shares will be allotted to the CREST stock account of J.P. Morgan Cazenove who will hold them as nominee on behalf of such Placee until settlement in accordance with its standing settlement instructions;
33	acknowledges that any agreements entered into by it pursuant to these terms and conditions and any non-contractual obligations arising out of or in connection with such agreements shall be governed by and construed in accordance with the laws of England and Wales and it submits (on behalf of itself and on behalf of any person on whose behalf it is acting) to the exclusive jurisdiction of the English courts as regards any claim, dispute or matter arising out of any such contract, except that enforcement proceedings in respect of the obligation to make payment for the Placing Shares (together with any interest chargeable thereon) may be taken by the Company, J.P. Morgan Cazenove or RBC Capital Markets in any jurisdiction in which the relevant Placee is incorporated or in which any of their securities have a quotation on a recognised stock exchange;
34	agrees that the Company, J.P. Morgan Cazenove, RBC Capital Markets, their respective Affiliates and others will rely upon the truth and accuracy of the foregoing representations, warranties, acknowledgements and undertakings which are given to J.P. Morgan Cazenove and RBC Capital Markets on their own behalf and on behalf of the Company and are irrevocable;
35	agrees to indemnify on an after tax basis and hold the Company, J.P. Morgan Cazenove and RBC Capital Markets and their respective Affiliates harmless from any and all costs, claims, liabilities and expenses (including legal fees and expenses) arising out of or in connection with any breach of the representations, warranties, acknowledgements, agreements and undertakings in this Announcement (including this Appendix) and further agrees that the provisions of this Announcement (including this Appendix) shall survive after completion of the Placing;
36	acknowledges that its commitment to subscribe for Placing Shares on the terms set out herein and in the trade confirmation will continue notwithstanding any amendment that may in future be made to the terms of the Placing and that Placees will have no right to be consulted or require that their consent be obtained with respect to J.P. Morgan Cazenove's and RBC Capital Markets's or the Company's conduct of the Placing;
37	acknowledges that the Placing Shares will be issued and/or transferred subject to the terms and conditions set out in this Announcement (including this Appendix) and otherwise as stated in the Prospectus; and
38	acknowledges that the basis of allocation will be determined by the Company (following consultation with J.P. Morgan Cazenove and RBC Capital Markets at its absolute discretion. The right is reserved to reject in whole or in part and/or scale back any participation in the Placing.