Result of Placing and Offer for Subscription

RNS Number : 3929G

Gresham House Energy Storage Fund

25 November 2020

 

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO U.S. PERSONS OR IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR THEIR RESPECTIVE TERRITORIES OR POSSESSIONS, OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY INVESTMENTS IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION .

25 November 2020

Gresham House Energy Storage Fund PLC

(the "Company" or "GRID")  

Result of Placing and Offer for Subscription and Total Voting Rights

On 10 November 2020, GRID announced a new share issuance programme including an initial placing ("Initial Placing") and an initial offer for subscription ("Initial Offer for Subscription") (together the "Initial Tranche"). T he Board of Directors are pleased to announce that the Initial Tranche has successfully raised gross proceeds of £120 million through the issue of 114,285,714 ordinary shares of 1 pence each in the capital of the Company (the "New Ordinary Shares") at an Issue Price of 105 pence per New Ordinary Share.

Due to the level of demand, a scaling back exercise has been undertaken with respect to applications received pursuant to the Initial Placing and the Initial Offer for Subscription.

The Company intends to use the net proceeds to finance certain energy storage projects ("ESS Projects") which form part of the Company's c.485MW pipeline currently being progressed by the Manager (the "New Pipeline").* Specifically, the Manager anticipates that the net proceeds will enable the Company to finance up to six new near-term acquisitions totalling 245MW which are either exclusive to the Company, owned by the Gresham House Group or exclusive to the Gresham House Group. In addition, a small proportion of the net proceeds will also be used to fund commitments on certain existing ESS Projects.

Jefferies International Limited ("Jefferies") acted as sole global coordinator, bookrunner and financial adviser to the Company.

John Leggate CBE, Chair of Gresham House Energy Storage Fund PLC said:

"We recently set out our programme to develop a further ten projects of c.485MW of battery storage over the next 12-18 months. This very successful fundraise, our largest to date, unlocks a significant first step in the next stage of our portfolio growth as we build on our position as the leading business in this fast-growing segment of the green infrastructure space.

The Board would like to thank our new investors and existing shareholders for their support.  We look forward to updating them as we add these new facilities to our industry-leading battery storage portfolio."

Ben Guest, Lead Fund Manager and Head of Gresham House New Energy, commented:

" We are delighted with the outcome of the fundraise which comes at a time that the UK is helping set the pace globally for the transition to a zero-carbon future. With additional renewable generation capacity comes the requirement for more energy storage to achieve a cost-effective energy transition, and our New Pipeline will help meet this need."

Admission of New Ordinary Shares

A total of 114,285,714 New Ordinary Shares will be issued (subject to Admission) pursuant to the Initial Placing and the Initial Offer for Subscription. Application has been made for the New Ordinary Shares to be admitted to trading on the Specialist Fund Segment of the London Stock Exchange's main market. Admission is expected to occur and dealings in the New Ordinary Shares to commence at 8.00 a.m. (London time) on 27 November 2020.

The New Ordinary Shares, when issued, will rank pari passu in all respects with the existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of Admission. For the avoidance of doubt, investors participating in the Initial Tranche will be entitled to receive the next quarterly dividend declared by the Company relating to the quarter ending 31 December 2020 which is expected to be declared in February 2021.

Immediately following Admission, the Company will have 348,556,364 ordinary shares in issue and therefore the total voting rights in the Company will be 348,556,364. 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 interests in the Company.

Terms used in this announcement shall, unless the context otherwise requires, bear the meanings given to them in the Prospectus published on 10 November 2020, which can be found on the Company's website at https://greshamhouse.com/real-assets/new-energy-sustainable-infrastructure/gresham-house-energy-storage-fund-plc/ .

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Dealing codes

Ticker	GRID
ISIN for the Ordinary Shares	GB00BFX3K770
SEDOL for the Ordinary Shares	BFX3K77
Legal Entity Identifier (LEI)	213800MSJXKH25C23D82

For Further Information

Gresham House New Energy Ben Guest Rupert Robinson	T: [phone]
Jefferies International Limited Stuart Klein Gaudi Le Roux Neil Winward Francesco Namari	T: [phone]
KL Communications Charles Gorman Camilla Esmund Alex Hogan	T: [phone] E: [e-mail]

*Note: The acquisition of ESS Projects forming part of the New Pipeline is subject to completion of satisfactory legal, technical and financial due diligence. There can be no guarantee that the Company will invest in, or commit to, these projects.

About the Company and the Manager:

Gresham House Energy Storage Fund PLC owns a portfolio of utility-scale operational energy storage systems (known as ESS) located in Great Britain. The current portfolio has a total capacity of 265MW. The Company is managed by Gresham House Asset Management Limited under the leadership of Ben Guest. The Company was admitted to trading on the London Stock Exchange (Specialist Fund Segment) on 13 November 2018 (the "IPO") having raised £100 million of gross proceeds from investors. Since IPO the Company has raised a total of approximately £ 238 million of further gross proceeds from investors.

The Gresham House New Energy team has a proven track record in developing and operating energy storage and other renewable assets having developed 124MW of Energy Storage Systems and approximately 290MW of predominantly ground-mounted solar projects. Gresham House Asset Management Limited currently manages 207MW of solar and wind energy projects.

Gresham House Asset Management Limited is the FCA authorised operating business of Gresham House plc, a London Stock Exchange quoted specialist alternative asset manager. Gresham House is committed to operating responsibly and sustainably, taking the long view in delivering sustainable investment solutions. 

www.greshamhouse.com  

Definition of Utility-scale battery Storage Systems

Utility-scale battery storage systems are the enabling infrastructure that will support the continued growth of renewable energy sources such as wind and solar, essential to the UK's stated target to reduce carbon emissions. They store excess energy generated by renewable energy sources and then release that stored energy back into the grid during peak hours when there is increased demand.

DISCLAIMERS

This announcement has been prepared for information purposes only. It is issued by and is the sole responsibility of the Company.

This announcement is not an offer to sell or a solicitation of any offer to buy New Shares in the United States, Australia, Canada, the Republic of South Africa, Japan, or any Member State of the European Economic Area (other than Ireland and Sweden), or any of their respective territories or possessions, or in any other jurisdiction where such offer or sale would be unlawful. No action has been taken by the Company or Jefferies that would permit an offering of any shares in the capital of the Company or possession or distribution of this announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company and Jefferies to inform themselves about, and to observe, such restrictions.

This communication is not for publication or distribution, directly or indirectly, in or into the United States of America. This communication is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered, sold, resold, transferred or delivered directly or indirectly in the United States, or to, or for the account or benefit of, U.S. Persons, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

The Company has not been and will not be registered under the US Investment Company Act of 1940 (the "Investment Company Act") and, as such, holders of the Ordinary Shares will not be entitled to the benefits of the Investment Company Act. No offer, sale, resale, pledge, delivery, distribution or transfer of the Ordinary Shares may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. 

The merits or suitability of any securities must be independently determined by the recipient on the basis of its own investigation and evaluation of the Company. Any such determination should involve, among other things, an assessment of the legal, tax, accounting, regulatory, financial, credit and other related aspects of the securities.

This announcement may not be used in making any investment decision in isolation. This announcement on its own does not contain sufficient information to support an investment decision and investors should ensure that they obtain all available relevant information before making any investment. This announcement does not constitute or form part of and may not be construed as an offer to sell, or an invitation to purchase or otherwise acquire, investments of any description, nor as a recommendation regarding the possible offering or the provision of investment advice by any party. No information in this announcement should be construed as providing financial, investment or other professional advice and each prospective investor should consult its own legal, business, tax and other advisers in evaluating the investment opportunity. No reliance may be placed for any purposes whatsoever on this announcement or its completeness.

The information and opinions contained in this announcement are provided as at the date of the announcement and are subject to change without notice and no representation or warranty, express or implied, is or will be made in relation to the accuracy or completeness of the information contained herein and no responsibility, obligation or liability or duty (whether direct or indirect, in contract, tort or otherwise) is or will be accepted by the Company, the Manager, Jefferies or any of their affiliates or by any of their respective officers, employees or agents to update or revise publicly any of the statements contained herein. No reliance may be placed for any purpose whatsoever on the information or opinions contained in this announcement or on its completeness, accuracy or fairness. The document has not been approved by any competent regulatory or supervisory authority.

Potential investors should be aware that any investment in the Company is speculative, involves a high degree of risk, and could result in the loss of all or substantially all of their investment. Results can be positively or negatively affected by market conditions beyond the control of the Company or any other person. Any data on past performance contained herein is no indication as to future performance and there can be no assurance that any targeted or projected returns will be achieved or that the Company will be able to implement its investment strategy or achieve its investment objectives. Any target returns published by the Company are targets only. There is no guarantee that any such returns can be achieved or can be continued if achieved, nor that the Company will make any distributions whatsoever. There may be other additional risks, uncertainties and factors that could cause the returns generated by the Company to be materially lower than the target returns of the Company.

The information in this announcement may include forward-looking statements, which are based on the current expectations, intentions and projections about future events and trends or other matters that are not historical facts and in certain cases can be identified by the use of terms such as "may", "will", "should", "expect", "anticipate", "project", "estimate", "intend", "continue", "target", "believe" (or the negatives thereof) or other variations thereof or comparable terminology. These forward-looking statements, as well as those included in any related materials, are not guarantees of future performance and are subject to known and unknown risks, uncertainties, assumptions about the Company and other factors, including, among other things, the development of its business, trends in its operating industry, and future capital expenditures and acquisitions. In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur and actual results may differ materially from those expressed or implied by such forward looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. 

Jefferies International Limited, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting only for the Company in connection with the matters described in this announcement and is not acting for or advising any other person, or treating any other person as its client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Jefferies or advice to any other person in relation to the matters contained herein. Neither Jefferies nor any of its directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for this announcement, its contents or otherwise in connection with it or any other information relating to the Company, whether written, oral or in a visual or electronic format.

Each of the Company, the Manager, Jefferies and their affiliates and their respective officers, employees and agents expressly disclaim any and all liability which may be based on this announcement and any errors therein or omissions therefrom.

No representation or warranty is given to the achievement or reasonableness of future projections, management targets, estimates, prospects or returns, if any. Any views contained herein are based on financial, economic, market and other conditions prevailing as at the date of this announcement. The information contained in this announcement will not be updated.

 

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