NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO WOULD BE UNLAWFUL. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE, SUBSCRIBE FOR OR OTHERWISE ACQUIRE, ANY INVESTMENTS IN ANY JURISDICTION.
4 December 2019
US Solar Fund PLC
(the "Company")
Issue of Management Shares
In accordance with the terms of the investment management agreement (the "IMA") between the Company and New Energy Solar Manager Pty Limited (the "Investment Manager"), 10 per cent. of the investment management fee (the "Management Share Amount") shall be received by the Investment Manager, or its associates, in Ordinary Shares of $US0.01 each in the capital of the Company ("Management Shares").
Under the terms of the IMA, where the Ordinary Shares are trading at a premium to the last reported NAV per Ordinary Share, the Company will apply an amount equal to the Management Share Amount in the issuance of such number of new Ordinary Shares as is equal to the Management Share Amount divided by the last reported NAV per Ordinary Share. Where the Ordinary Shares have traded at a discount to the last reported NAV per Ordinary Share, the Company will apply (or procure that a broker applies) an amount equal to the Management Share Amount to the purchase of Ordinary Shares in the market on behalf of the Investment Manager.
Given that the Ordinary Shares are currently trading at a premium to their last reported NAV per Ordinary Share, in accordance with the terms of the IMA, the Company has issued 50,548 Management Shares at a price of $0.9768 per share representing the Management Share Amount due to the Investment Manager for the period from 1 July 2019 to 30 September 2019.
The Management Shares are subject to a minimum lock-in period of 36 months from the date of issue.
The Management Shares are expected to be admitted to the premium listing category of the Official List and to commence trading on the premium segment of the Main Market on or around 9 December 2019.
For further information, please contact:
US Solar Fund Whitney Voûte |
+1 718 230 4329 |
Cenkos Securities plc Will Rogers Rob Naylor Will Talkington |
+44 20 7397 8900 |
KL Communications |
+44 20 3995 6699 |
Charles Gorman Charlotte Stickings |
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JTC (UK) Limited (Company Secretary) |
[email protected] |
Christopher Gibbons |
+44 20 3846 9774 |
About US Solar Fund plc
US Solar Fund plc is listed on the premium segment of the London Stock Exchange, following its successful US$200m IPO in April 2019. The Company's investment objective is to provide investors with attractive and sustainable dividends with an element of capital growth by investing in a diversified portfolio of solar power assets in North America and other OECD countries in the Americas.
The Company will acquire or construct, own and operate solar power assets that are expected to have an asset life of at least 30 years and generate stable and uncorrelated cashflows by selling electricity to creditworthy offtakers under long-term power purchase agreements (or PPAs).
Further information on the Company can be found on its website at http://www.ussolarfund.co.uk.
About the Investment Manager
USF is managed by New Energy Solar Manager (NESM). NESM also manages New Energy Solar, an Australian Securities Exchange (ASX)-listed fund which has committed over US$900m to US and Australian solar plants since late 2015.
NESM is owned by Walsh & Company, the funds management division of Evans Dixon, an ASX-listed company (ASX: ED1) with over A$18 billion of funds under advice and management.
