18 November 2010
Premier Energy and Water Trust PLC
New Transaction
The board of directors (the "Board") of Premier Energy and Water Trust PLC
("PEWT" or the "Company") today announces that it has reached agreement in
principle with the board of directors of Premier Renewable Energy Fund Limited
("PREF") regarding proposals for a scheme of reconstruction and voluntary
winding-up of PREF (the "Proposals").
By way of background, in light of the fact that the zero coupon preference
shares in PREF (the "PREF ZCP Shares") are due to be repaid by 31 December
2010, following which PREF's assets would be significantly reduced, discussions
commenced between the boards of directors of PREF and PEWT regarding potential
options. The PREF board consider that proposals which would provide a rollover
of PREF Shareholders' investments into a larger investment vehicle with a
similar investment objective and policy to PREF, whilst giving holders of PREF
ZCP Shares the option to receive cash in accordance with the terms of the PREF
ZCP Shares, would be favourable for PREF shareholders. Similarly, the PEWT
Board believes that the Proposals would be beneficial to PEWT in a number of
ways, including, inter alia, an increase in the size of PEWT's portfolio and a
reduction in PEWT's total expense ratio going forward.
Pursuant to the Proposals, holders of ordinary shares in PREF ("PREF Ordinary
Shareholders") will be entitled to elect either to receive ordinary shares in
PEWT ("PEWT Ordinary Shares") or units in PEWT ("Units"), with each unit
comprising 1 zero dividend preference share in PEWT ("PEWT ZDP Share") and 1
PEWT Ordinary Shares. PREF ZCP Shareholders will be entitled to elect either to
receive PEWT ZDP Shares (subject to potential scaling back into Units) or for
cash repayment at their final capital entitlement in accordance with the terms
of the PREF ZCP Shares.
The Proposals have been designed to ensure that the number of PEWT ZDP Shares
in issue following the Proposals shall not cause the ratio of PEWT Ordinary
Shares to PEWT ZDP Shares to exceed the level set out in the Company's articles
of association and that the potential NAV dilution for PREF Ordinary Shares
rolling over into PEWT is mitigated, whilst at the same time ensuring that the
NAV for PEWT Shareholders will be broadly maintained or enhanced. The Proposals
are subject to approval of the Company's Shareholders and Shareholders in PREF.
Further details of the Proposals will be announced in due course.
The Company also announces the appointment of Fairfax I.S. PLC as joint broker
to the Company with immediate effect.
-End-
For further information contact:
Nigel Sidebottom Premier Asset Management 01483 400465
Limited
James King/ Gillian Fairfax I.S. PLC (Joint 020 7598 5368
McCarthy Broker)
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