PUBLICATION OF SECURITIES NOTE AND SUMMARY

RNS Number : 9368H

Renewables Infrastructure Grp (The)

19 March 2015

 



THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.

This announcement is an advertisement and not a prospectus. Investors should not purchase or subscribe for any transferable securities referred to in this announcement except on the basis of information contained in the prospectus to be published by The Renewables Infrastructure Group Limited (the "Company") in connection with the proposed placing and offers for subscription of New Ordinary Shares (the "Issue") and the admission of the New Ordinary Shares to the premium segment of the Official List of the Financial Conduct Authority and to trading on London Stock Exchange plc's main market for listed securities. The prospectus to be published in connection with the Issue will comprise the registration document published by the Company on 1 December 2014, as supplemented by the supplementary prospectus published on 3 March 2015, and a new securities note and summary relating specifically to the Issue (the "Prospectus"). This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities in the United States or in any other jurisdiction. Neither this announcement nor any part of it shall form the basis of or be relied on in connection with or act as an inducement to enter into any contract or commitment whatsoever.

THE RENEWABLES INFRASTRUCTURE GROUP LIMITED

PUBLICATION OF SECURITIES NOTE AND SUMMARY

19 March 2015

Further to the announcement on 16 March 2015 regarding the proposed institutional placing and offers for subscription closing either side of the UK tax year end (the "Issue"), the Board of The Renewables Infrastructure Group Limited (the "Company") announces the publication of a new securities note (the "Securities Note") and summary (the "Summary") containing full details of the Issue.  The Securities Note and Summary, together with the registration document published on 1 December 2014 (as supplemented by the supplementary prospectus dated 3 March 2015), form the prospectus (the "Prospectus") in relation to the Issue which is being made pursuant to a share issuance programme of up to 250 million New Ordinary Shares and/or C Shares valid until 30 November 2015 (the "Share Issuance Programme").

Details of the Issue and the Share Issuance Programme are set out in the Securities Note and Summary published today and the Prospectus will be available on the Company's website at www.trig-ltd.com.  Copies of the Securities Note and Summary will be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.

As announced on 16 March 2015, the New Shares will be issued at a price of 102.25 pence, a premium of approximately 1.6 per cent. to the estimated NAV per ordinary share of 100.6 pence¹ as at 12 March 2015 to meet the costs of the Issue.

The proceeds from the Issue will be used towards reducing the amount drawn under the acquisition facility and enabling the Company to take advantage of its pipeline of attractive investment opportunities under consideration.

The New Shares will, when issued, rank pari passu with the existing ordinary shares, including the right to receive the target dividend of 3.08p per ordinary share for the six months ending 30 June 2015.

¹ The estimated NAV per ordinary share as at 12 March 2015 has been updated from the 31 December 2014 audited NAV for movements in foreign exchange rates and the Investment Manager's estimate of operational performance.

The expected timetable for the Issue is set out below:

Latest time and date for receipt of Application Forms under the 2014/2015 Offer	11.00 a.m. on 26 March 2015
Latest time and date for receipt of Placing commitments	3.00 p.m. on 26 March 2015
Results of Placing and the 2014/2015 Offer announced	27 March 2015
Admission and Settlement of New Shares issued under the Placing and the 2014/2015 Offer	31 March 2015
Latest time and date for receipt of Application Forms under the 2015/2016 Offer	11.00 a.m. on 17 April 2015
Result of the 2015/2016 Offer announced	20 April 2015
Admission and Settlement of the 2015/2016 Offer	22 April 2015

Enquiries:

InfraRed Capital Partners Limited                              [phone]

Richard Crawford

Matt Dimond

Tulchan Communications                                           [phone]

Martha Walsh

Camilla Cunningham

Canaccord Genuity Limited                                         [phone]

Andrew Zychowski

David Yovichic

Jefferies International Limited                                    [phone]

Gary Gould

Stuart Klein

Important Information

This document is not for release, publication or distribution (directly or indirectly) in or into the United States, Canada, Australia, Japan, the Republic of South Africa or to any "US person" as defined in Regulation S under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or into any other jurisdiction where applicable laws prohibit its release, distribution or publication. It does not constitute an offer of securities for sale anywhere in the world, including in or into the United States, Canada, Australia, Japan or the Republic of South Africa. No recipient may distribute, or make available, this document (directly or indirectly) to any other person. Recipients of this document in jurisdictions outside the UK should inform themselves about and observe any applicable legal requirements in their jurisdictions. In particular, the distribution of this document may in certain jurisdictions be restricted by law.

The Ordinary Shares have not been and will not be registered under the U.S. Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States and, subject to certain exceptions, may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons. The Company will not be registered as an "investment company" under the U.S. Investment Company Act of 1940, as amended, and investors will not be entitled to the benefits of that Act. In addition, relevant clearances have not been, and will not be, obtained from the securities commission (or equivalent) of any province of Australia, Canada, Japan or the Republic of South Africa and, accordingly, unless an exemption under any relevant legislation or regulations is applicable, none of the Ordinary Shares may be offered, sold, renounced, transferred or delivered, directly or indirectly, in Australia, Canada, Japan or the Republic of South Africa.

Each of InfraRed Capital Partners Limited ("InfraRed"), Canaccord Genuity Limited ("Canaccord Genuity") and Jefferies International Limited ("Jefferies") is authorised and regulated by the UK Financial Conduct Authority. None of InfraRed, Canaccord Genuity or Jefferies is acting as adviser to any recipient of this document or will be responsible to any recipient of the document for providing the protections afforded to clients of any of them or for providing advice in connection with this document or any of the matters referred to herein.

This document is an advertisement and not a prospectus and investors must only subscribe for or purchase the securities referred to in this document on the basis of information contained in the Prospectus to be published in connection with the Issue and not in reliance on this document. This document 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 document does not constitute and may not be construed as an offer to sell, or an invitation to purchase, investments of any description, nor as a recommendation regarding the possible offering or the provision of investment advice by any party.

 

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