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 published by The Renewables Infrastructure Group Limited (the "Company") in connection with the Company's share issuance programme (the "Share Issuance Programme"). The prospectus published in connection with the Share Issuance Programme comprises the registration document, securities note and summary published by the Company on 1 December 2014, (as supplemented by supplementary prospectuses respectively dated 3 March 2015, 24 June 2015, 13 July 2015, 27 August 2015 and 3 November 2015) (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.
13 November 2015
The Renewables Infrastructure Group Limited
(a London-listed investment company advised by InfraRed Capital Partners as investment manager and Renewable Energy Systems as operations manager)
Result of Issue
Further to its announcement on 3 November 2015, the Board of The Renewables Infrastructure Group Limited (the "Company") is pleased to announce that a total of 78 million New Ordinary Shares will be issued at a price of 100 pence per New Ordinary Share raising gross proceeds of £78 million (the "Issue").
16,011,486 New Ordinary Shares will be issued as the final tranche of the Share Issuance Programme and, in view of the strong demand for the Issue, an additional 61,988,514 New Ordinary Shares will be issued under the Company's tap authority.
The proceeds from the Issue will be applied to pay down the Group's acquisition facility positioning the Company to take advantage of the strong pipeline of attractive investment opportunities currently under consideration.
The New Ordinary Shares will, when issued, rank pari passu with the Company's existing ordinary shares, including having the right to receive the interim dividend for the six months ending 31 December 2015, which has a target figure of 3.11 pence per ordinary share. The Issue is expected to be net asset value accretive for existing shareholders (net of fees and expenses associated with the Issue).
Application has been made for all of the New Ordinary Shares to be admitted to the premium listing segment of the Official List of the FCA and to be admitted to trading on the London Stock Exchange's main market for listed securities. Admission and settlement of the Issue is expected to take place on 17 November 2015.
Canaccord Genuity and Jefferies acted as joint sponsors and joint bookrunners.
Commenting on today's announcement, Helen Mahy, non-executive chairman of the Company, said:
"We are delighted with the results of this latest issue, which brings the total new equity raised in 2015 to £316 million, demonstrating strong, continued appeal of the asset class. With the revolving acquisition facility replenished, we continue to pursue opportunities to expand and further diversify our portfolio which currently comprises 658MW of solar and wind assets in the UK, France and Ireland."
Total Voting Rights
Immediately following Admission, the Company's issued share capital will consist of 732,838,095 ordinary shares with voting rights. 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 share capital of the Company under the FCA's Disclosure and Transparency Rules.
Any capitalised terms not defined in this announcement have the meaning set out in the Prospectus as defined above.
Enquiries:
InfraRed Capital Partners Limited +44 (0) 20 7484 1800
Richard Crawford
Matt Dimond
Phil George
Tulchan Communications +44 (0) 20 7353 4200
Martha Walsh
Canaccord Genuity Limited +44 (0) 20 7523 8000
Robbie Robertson
Andrew Zychowski
Lucy Lewis
Jefferies International Limited +44 (0) 20 7029 8000
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 Company's 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 (as defined above) 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.