CON Investment Corporation (NYSE:C) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On December 28, 2016, CON Investment Corporation (CON) entered
into an amended and restated follow-on dealer manager agreement
(the Amended and Restated Dealer Manager Agreement) with CON
Investment Management, LLC, CONs investment adviser, and CON
Securities, LLC, as dealer manager, in connection with CONs
follow-on continuous public offering of shares of common stock to
its registration statement on Form N-2, as amended and
supplemented (File No. 333-203683).

Under the original follow-on dealer manager agreement, dated as
of January 25, 2016 (the Original Dealer Manager Agreement), the
dealer manager receives a dealer manager fee of 3% of the gross
offering proceeds as compensation for acting as the dealer
manager, and selected broker-dealers receive selling commissions
of up to 7% of the gross proceeds of shares sold by such selected
broker-dealers in the offering. In addition, the dealer manager,
in its sole discretion, may re-allow to any selected
broker-dealer up to 1.5% of its dealer manager fee for
reimbursement of marketing expenses.

Under the Amended and Restated Dealer Manager Agreement, the (i)
dealer manager fee was reduced to 2%; (ii) selling commissions
were reduced to up to 3%; and (iii) reallowance amount was
reduced to up to 1%. These decreases will become effective on
CONs January 4, 2017 weekly closing and will be first applied to
subscriptions received fromDecember 28, 2016 through January 3,
2017. No other material terms of theOriginal Dealer Manager
Agreement have been amended in connection with theAmended and
Restated Dealer Manager Agreement.

The foregoing description of the Amended and Restated Dealer
Manager Agreement does not purport to be complete and is
qualified in its entirety by reference to the Amended and
Restated Dealer Manager Agreement, which is attached hereto as
Exhibit 10.1 and is incorporated into this Current Report on Form
8-K by reference.

Item 2.02. Results of Operations and Financial
Condition.

As a result of the decrease in selling commissions and the
dealer-manager fee as disclosed above, onJanuary 3, 2017, CON
adjusted its public offering price from $10.10 per share to $9.57
per share, in order to maintain its net offering price of $9.09
per share (net of selling commissions and dealer manager fees).
This adjustment to the public offering price will become
effective on CONs January 4, 2017 weekly closing and will be
first applied to subscriptions received fromDecember 28, 2016
through January 3, 2017.

Although CON adjusted its public offering price on January 3,
2017 from $10.10 per share to $9.57 per share, CON will maintain
the amount of weekly cash distributions payable to shareholders
of $0.014067 per share resulting in an annual distribution yield
of 7.65% (based on the $9.57 per share public offering price).

Item9.01. Financial Statements and Exhibits.

About CĪON Investment Corporation (NYSE:C)

Citigroup Inc. (Citi) is a financial services holding company. The Company’s businesses provide consumers, corporations, governments and institutions with a range of financial products and services, including consumer banking and credit, corporate and investment banking, securities brokerage, trade and securities services and wealth management. It operates through two segments: Citicorp and Citi Holdings. Citicorp is focused on providing products and services to customers and leveraging the Company’s global network, including various economies. Global Consumer Banking (GCB) consists of Citi’s geographical consumer banking businesses that provide traditional banking services to retail customers through retail banking, including commercial banking, and Citi-branded cards and Citi retail services. Citi Holdings contains businesses and portfolios of assets that Citi has determined are not central to its core Citicorp businesses.

CĪON Investment Corporation (NYSE:C) Recent Trading Information

CĪON Investment Corporation (NYSE:C) closed its last trading session up +0.21 at 60.80 with 18,322,398 shares trading hands.