TIDMNESF
RNS Number : 9006Y
NextEnergy Solar Fund Limited
14 September 2015
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN,
SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE
UNLAWFUL OR RESTRICTED BY LAW OR TO US PERSONS (WITHIN THE MEANING
OF REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS
AMENDED).
SAVE IN RELATION TO THE UK AND THE REPUBLIC OF IRELAND, NO
ACTION HAS BEEN TAKEN BY THE COMPANY, THE JOINT BOOKRUNNERS OR THE
SPONSOR THAT WOULD PERMIT AN OFFERING OF THE NEW ORDINARY SHARES OR
POSSESSION OR DISTRIBUTION OF THIS ANNOUNCEMENT, ANY OTHER
PUBLICITY MATERIAL OR ANY OFFERING MATERIAL RELATING TO SUCH SHARES
IN ANY JURISDICTION WHERE ACTION FOR THAT PURPOSE IS REQUIRED.
PERSONS INTO WHOSE POSSESSION THIS ANNOUNCEMENT OR ANY OTHER SUCH
MATERIALS COMES SHOULD INFORM THEMSELVES ABOUT, AND OBSERVE, ANY
SUCH RESTRICTIONS. ANY FAILURE TO COMPLY WITH ANY SUCH RESTRICTIONS
MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS. THIS
ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE
OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE,
ANY SECURITIES IN THE COMPANY IN ANY JURISDICTION, INCLUDING THE
UNITED STATES, NOR SHALL IT (OR ANY PART OF IT OR THE FACT OF ITS
DISTRIBUTION) FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION
WITH, ANY CONTRACT THEREFOR OR INVESTMENT DECISION IS RESPECT OF
ANY SUCH SECURITIES. WITHOUT PREJUDICE TO THE FOREGOING GENERALITY,
THIS ANNOUNCEMENT DOES NOT CONSTITUTE A RECOMMENDATION REGARDING
ANY SECURITIES.
ANY INVESTMENT DECISION MUST BE MADE EXCLUSIVELY ON THE BASIS OF
THE PROSPECTUS PUBLISHED BY THE COMPANY ON 10 NOVEMBER 2014 (AND
ANY SUPPLEMENT THERETO, INCLUDING THE SUPPLEMENTARY PROSPECTUS
PUBLISHED BY THE COMPANY ON 19 AUGUST 2015) IN CONNECTION WITH ITS
PLACING PROGRAMME (THE "PROSPECTUS"). UNLESS THE CONTEXT REQUIRES
OTHERWISE, WORDS AND EXPRESSIONS DEFINED IN THE PROSPECTUS HAVE THE
SAME MEANINGS WHEN USED IN THIS ANNOUNCEMENT.
14 September 2015
NextEnergy Solar Fund Limited ("NESF" or the "Company")
Update on Net Asset Value and Proposed Equity Issue
Highlights
-- Net asset value ("NAV") at 31 August 2015 of GBP243.9m (June
2015: GBP242.4m post adjustment for UK Summer Budget)
-- NAV per Share increased to 101.5p (June 2015: 100.9p post
adjustment for UK Summer Budget)
-- All 18 previously announced acquisitions now completed.
Second interim dividend for the year ended 31 March 2015 of 2.625p
per Share paid in July 2015
-- Issue price of 103.3p per share (premium of c.1.75% to NAV)
for the proposed issue of New Ordinary Shares announced on 7
September 2015 (the "Proposed Equity Issue")
-- New Ordinary Shares issued pursuant to Proposed Equity Issue
entitled to proposed first interim dividend of 3.125p per Share in
respect of six months ending 30 September 2015 (expected to be paid
in December 2015)
Further to the announcement released by the Company on 7
September 2015 regarding its proposed issue of equity, the Board is
pleased to announce the Company's unaudited NAV as at 31 August
2015 and the issue price for the Proposed Equity Issue.
The Company's NAV increased to GBP243.9m at 31 August 2015, from
GBP242.4 as at 31 June 2015 (taking into account the effects of the
UK Summer Budget on the Company). The Company completed the
acquisition of four additional, previously announced transactions
and has valued them on a discounted cash flow basis for the purpose
of the NAV at 31 August 2015. The Company has further reduced its
forward power price estimates as a result of updated analyses
provided by its external market consultants.
The NAV per Share as at 31 August 2015 was 101.5p (30 June 2015:
100.9p post adjustment for UK Summer Budget).
The issue price for the Proposed Equity Issue is 103.3p,
comprising the NAV per Share of 101.5p plus a premium of c.1.75%
which will cover the issue costs.
For further information:
NextEnergy Capital Limited 020 3239 9054
Michael Bonte-Friedheim
Aldo Beolchini
Cantor Fitzgerald Europe 020 7894 7667
Sue Inglis
Shore Capital 020 7408 4090
Bidhi Bhoma
Anita Ghanekar
Macquarie Capital (Europe) Limited 020 3037 2000
Ken Fleming
Nick Stamp
MHP Communications 020 3128 8100
Andrew Leach / Jamie Ricketts / Gina Bell
Notes to Editors:
NextEnergy Solar Fund (NESF)
NESF is a specialist investment company that invests in
operating solar power plants in the UK. Its objective is to secure
attractive shareholder returns through RPI-linked dividends and
long-term capital growth. The Company achieves this by acquiring
solar power plants on agricultural, industrial and commercial
sites.
NESF has raised equity proceeds of GBP246.6m since its initial
public offering on the main market of the London Stock Exchange in
April 2014. Its existing credit facilities include a two-year
revolving facility of GBP31.5m from Macquarie and a GBP22.7 million
facility from NIBC.
NESF is differentiated by its access to NextEnergy Capital Group
(NEC Group), its Investment Manager and Adviser are both part of
the NEC Group, which has a strong track record in sourcing,
acquiring and managing operating solar assets. WiseEnergy is NEC
Group's specialist operating asset management division, providing
solar asset management, monitoring and other services to over 1,200
utility-scale solar power plants with an installed capacity in
excess of 1.5 GW.
Further information on NESF, NEC Group and WiseEnergy is
available at www.nextenergysolarfund.com, www.nextenergycapital.com
and www.wise-energy.eu.
Additional Important Notices
This announcement has been issued by and is the sole
responsibility of the Company.
The information contained in this announcement is given at the
date of its publication (unless otherwise indicated), is for
background purposes only and does not purport to be full or
complete. No representation or warranty, express or implied, is or
will be made as to, or in relation to, and no responsibility or
liability is or will be accepted by the Company, the Manager, the
Investment Adviser, the Joint Bookrunners, the Sponsor or by any of
their respective affiliates or agents as to or in relation to, the
accuracy or completeness of this announcement or any other written
or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefor is
expressly disclaimed. The Company, the Manager, the Investment
Adviser, the Joint Bookrunners, the Sponsor and their respective
affiliates accordingly disclaim all and any liability whether
arising in tort, contract or otherwise which they might otherwise
have in respect of this announcement or its contents or otherwise
arising in connection therewith. Accordingly, no reliance may be
placed for any purpose on the information contained in this
announcement or its accuracy or completeness.
Certain statements in this announcement are forward-looking
statements which are based on the Company's expectations,
intentions and projections regarding its future performance,
anticipated events or trends and other matters that are not
historical facts. These statements are not guarantees of future
performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to
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. Forward-looking statements speak only
as of the date of such statements and, except as required by
applicable law, the Company undertakes no obligation to update or
revise publicly any forward-looking statements, whether as a result
of new information, future events or otherwise. The information
contained in this announcement is subject to change without notice
and none of the Company, the Joint Bookrunners or the Sponsor
assumes any responsibility or obligation to update publicly or
review any of the forward-looking statements contained in this
announcement.
The target dividends referred to in this announcement are
targets only and not profit forecasts. There can be no assurance
that these targets will be met and they should not be taken as an
indication of the Company's expected or actual future results.
Potential investors should not place any reliance on these targets
and any investment decision should be made exclusively on the basis
of the information in the Prospectus.
Past performance cannot be relied upon as a guide to future
performance. The Company has a limited investment history and, for
a variety of reasons, the comparability of the information on the
Company's performance to date to its future performance is by its
nature very limited. The Company's results may be positively or
negatively affected by market conditions beyond its control. The
price and value of the Shares and income from them may go down as
well as up and investors may not get back the full amount invested
on disposal of their Shares.
Cantor Fitzgerald, which is authorised and regulated in the
United Kingdom by the FCA, is acting exclusively for the Company in
connection with issue of New Shares pursuant to the Placing
Programme and Admission and will not be responsible to anyone other
than the Company for providing the protections afforded to clients
of Cantor Fitzgerald or for advising any such person in connection
with the Placing Programme or related matters. This does not limit
or exclude any responsibilities which Cantor Fitzgerald Europe may
have under FSMA or the regulatory regime established
thereunder.
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September 14, 2015 02:00 ET (06:00 GMT)
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