NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SOUTH AFRICA, IN ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL
Bluefield Solar Income Fund Limited (the "Company")
10 November 2014
Update re: placing programme
Further to the Company's announcement on 3 November 2014 regarding the issue of up to 150 million new Ordinary Shares by way of a placing under the Placing Programme which was established on 3 October 2014 (the "Issue"), the Board is pleased to announce that Newton Investment Management Limited ("Newton"), acting as agent on behalf of its clients, has agreed to subscribe for new Ordinary Shares in the Issue such that Newton's holding immediately following the Issue shall represent 15.0 per cent. of the Company's issued share capital at that time.
Assuming the Company issues 150 million new Ordinary Shares pursuant to the Issue, Newton, for the benefit of its clients, will subscribe for approximately 34.6 million new Ordinary Shares representing approximately 23 per cent. of the Issue. Newton has also indicated that it intends, subject to certain conditions, to support the Company's growth longer term through further equity investment in the future. Commenting on the announcement, James Armstrong, a Managing Partner of Bluefield Partners LLP, the Investment Adviser to the Company, said, "We are delighted with Newton's continued and long term support of the Company and look forward to repaying their commitment by working to continue to deliver sector leading results."
Capitalised terms used but not defined in this announcement will have the same meaning as set out in the Prospectus dated 3 October 2014.
Enquiries:
James Armstrong / Mike Rand / Giovanni Terranova
Bluefield Partners LLP - Company Investment Adviser
Tel: +44 (0)20 7078 0020
Tod Davis / David Benda / Jamie Lillywhite
Numis Securities Limited - Company Broker
Tel: +44 (0)20 7260 1000
Kevin Smith
Heritage International Fund Managers Limited - Company Secretary & Administrator
Tel: +44 (0)1481716000
Disclaimer
This announcement which has been prepared by, and is the sole responsibility of, the Directors of Bluefield Solar Income Fund Limited has been approved for the purposes of section 21 of the Financial Services and Markets Act 2000 by Bluefield Partners LLP, which is authorised and regulated by the Financial Conduct Authority.
This announcement is an advertisement and does not constitute a prospectus relating to the Company and does not constitute, or form part of, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Company in any jurisdiction 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 or act as any inducement to enter into, any contract therefor.
Recipients of this announcement who are considering subscribing for New Shares are reminded that any such subscription must be made only on the basis of the information contained in the prospectus published by the Company on 3 October 2014 which may be different from the information contained in this announcement. Copies of the prospectus are available from the Company's registered office.
Numis Securities Limited 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 Numis Securities Limited or advice to any other person in relation to the matters contained herein.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Japan, New Zealand, South Africa, or any Member State of the EEA (other than the United Kingdom). The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for securities to any person in the United States, Australia, Canada, Japan, New Zealand, South Africa, in any Member State of the EEA (other than the United Kingdom), or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended. In addition, the securities referred to herein have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act") or under the securities laws of any state of the United States and may not be offered or sold in the United States or to or for the account or benefit of US persons absent registration or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable State securities laws. The offer and sale of securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of any state, province or territory of Australia, Canada, Japan, New Zealand, or South Africa. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada, Japan, New Zealand, or South Africa, or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Japan, New Zealand, or South Africa. There will be no public offer of the securities in the United States, Australia, Canada, Japan, New Zealand, or South Africa.
Note to editors
About Bluefield Solar Income Fund Limited (BSIF)
BSIF is a Guernsey-registered investment company focusing on large scale agricultural and industrial solar assets. It raised gross proceeds of £130 million in July 2013 through an initial public offering of shares on the main market of the London Stock Exchange. It raised a further £13 million in February, 2014 in an oversubscribed placement. In June, 2014, it agreed a three-year revolving credit facility with Royal Bank of Scotland plc, for up to £50 million.
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 as a specialist investor into solar energy. Bluefield's team has a proven track record in the selection, acquisition and supervision of large scale energy and infrastructure assets in the UK and Europe.
The London based team has been involved in over £500m solar energy transactions in both the UK and Europe since 2008, including over £235 million in the UK since December 2011. Bluefield has led the acquisitions on over 50 UK based solar assets.
Bluefield was appointed Investment Adviser to the Company in June 2013.
