Issue of Ordinary Shares

RNS Number : 2242Q

Bluefield Solar Income Fund Limited

25 February 2016

 

25 February 2016

BLUEFIELD SOLAR INCOME FUND LIMITED

Issue of Ordinary Shares in respect of the Investment Adviser's variable fee pursuant to the Investment Advisory Agreement

On 1 October 2015 the Board of Bluefield Solar Income Fund Limited (the "Company") declared a fourth interim dividend of 1.5 pence per Ordinary Share in respect of the financial year ended 30 June 2015 taking the total distribution for that financial year to 7.25 pence per Ordinary Share.

Under the terms of the Investment Advisory Agreement, if in any year (excluding the Company's first financial year), the Company exceeds its distribution target of 7 pence per Ordinary Share per year (as increased annually in line with RPI), the Investment Adviser will be entitled to a variable fee equal to 30 per cent. of the excess, subject to a maximum variable fee in any year equal to 1.00 per cent. of the NAV as at the end of the relevant financial year. The variable fee shall be satisfied by the issue of Ordinary Shares to the Investment Adviser (or such persons the Investment Adviser may direct, subject to the terms of the Investment Advisory Agreement) at the end of the relevant financial year at an issue price equal to the prevailing NAV per Ordinary Share at the financial year end adjusted for dividends paid. Accordingly, 214,541 new Ordinary Shares have been issued to the Investment Adviser in respect of the variable fee for the financial year ended 30 June 2015.

The Ordinary Shares issued to the Investment Adviser (or such persons the Investment Adviser nominates) in satisfaction of the variable fee are subject to a three year lock-up period, with one-third of the relevant Ordinary Shares becoming free from the lock-up on each anniversary of their issue (subject to certain usual exceptions).

Application has been made for the New Ordinary Shares to be admitted to the premium segment of the Official List of the Financial Conduct Authority (the "FCA") and to trading on the main market for listed securities of the London Stock Exchange (together, "Admission"). It is expected that Admission will take place at 8.00am on 29 February 2016.

The New Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing Ordinary Shares of the Company. This includes the right to receive all dividends and other distributions declared or paid in respect of such Ordinary Shares after Admission.

Capitalised terms used but not defined in this announcement have the same meanings as set out in the Prospectus issued by the Company on 26 October 2015.

Investment Adviser's Fees

The total base fee earned by the Investment Adviser in the financial year ending 30 June 2015 was a blended rate of 0.80 per cent. of NAV over the period.  When aggregated with the variable fee as described above, the total fee base awarded to the Investment Adviser for the period was a blended rate of 0.87 per cent. of NAV.

Total Voting Rights

Following Admission, the number of Ordinary Shares that the Company has in issue will be 309,631,765. The total number of voting rights of the Company will be 309,631,765 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the Disclosure and Transparency Rules.

Enquiries:

James Armstrong / Mike Rand / Giovanni Terranova

Bluefield Partners LLP - Company Investment Adviser

Tel: [phone]

Tod Davis / David Benda/Jamie Lillywhite

Numis Securities Limited - Company Broker

Tel: [phone]

Kevin Smith

Heritage International Fund Managers Limited - Company Secretary & Administrator

Tel: [phone]

Tom Karim

CNC

Tel: [phone]

Note to editors:

About Bluefield Solar Income Fund Limited (BSIF)

BSIF is a Guernsey-registered investment company focusing on large scale agricultural, commercial and industrial solar energy assets. It had an initial public offering of shares on the main market of the London Stock Exchange in July 2013. It has, currently, over 309 million shares in issue.

BSIF seeks to provide shareholders with an attractive return, principally in the form of quarterly income distributions, by investing in a diversified portfolio of solar energy assets, each located within the UK, with a focus on utility scale assets and portfolios on greenfield, industrial and/or commercial sites. 

About Bluefield Partners LLP (Bluefield)

Bluefield was established in 2009 and is an investment adviser to companies and funds investing in solar energy infrastructure. It has a proven record in the selection, acquisition and supervision of large scale energy and infrastructure assets in the UK and Europe. The team has been involved in over £1.6 billion of solar PV funds and/or transactions in both the UK and Europe since 2008, including over £500m in the UK since December 2011.

Bluefield has led the acquisitions, and currently advises on over 60 UK based solar assets that are agriculturally, commercially or industrially situated. Based in its London office, Bluefield's partners are supported by a dedicated and highly experienced team of investment, legal and portfolio executives. 

Bluefield was appointed Investment Adviser to BSIF in June 2013.

 

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