TIDMBSIF
RNS Number : 0005N
Bluefield Solar Income Fund Limited
20 October 2016
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, LUXEMBOURG AND THE REPUBLIC OF IRELAND) OR IN ANY OTHER
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL
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 Company on
26 October 2015, as supplemented by the supplementary prospectuses
respectively dated 9 March 2016, 1 July 2016 and 12 October 2016
(together, the "Prospectus"), in connection with the Placing and
Admission. 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.
20 October 2016
Bluefield Solar Income Fund Limited
(the "Company")
Further to the announcement dated 6 October 2016, the Company's
Board is pleased to announce the successful issue of new Ordinary
Shares.
Commitments for 60,000,000 new Ordinary Shares were received
under the Placing and accordingly, a total of 60,000,000 new
Ordinary Shares (the "New Ordinary Shares") will be issued, subject
to Admission and on the other terms and conditions set out in the
Prospectus, as defined above, at a price of 101p per share, raising
gross proceeds of approximately GBP60.6 million. The New Ordinary
Shares represent approximately 19% of the issued Ordinary Share
capital of the Company prior to this issue.
Application has been made for the New Ordinary Shares to be
admitted to the premium segment of the Official List of the
Financial Conduct Authority (the "FCA") and to trading on the main
market for listed securities of the London Stock Exchange
(together, "Admission"). It is expected that Admission will take
place at 8.00am on 24 October 2016.
The New Ordinary Shares will, when issued, be credited as fully
paid and will rank pari passu in all respects with the existing
Ordinary Shares of the Company. This includes the right to receive
all dividends and other distributions declared or paid in respect
of such Ordinary Shares after Admission.
Following Admission, the number of Ordinary Shares that the
Company has in issue will be 369,631,765. The total number of
voting rights of the Company will be 369,631,765 and 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 Company, under
the Disclosure Guidance and Transparency Rules.
John Rennocks, Chairman of the Company, said, "We are delighted
to announce this successful issue of 60 million new Ordinary
Shares. With the final closure of the RO scheme set for March 2017,
this new capital will enable us to seek further assets in the
remaining five months and, if successful, benefit from their
attractive yields. As we have stated, these new Ordinary Shares
will not be dilutive to the already announced dividend attributable
to existing Ordinary Shareholders."
Capitalised terms used but not defined in this announcement have
the same meanings as set out in the Prospectus.
Enquiries:
James Armstrong / Mike Rand / Giovanni Terranova
Bluefield Partners LLP - Company Investment Adviser
Tel: +44 (0)20 7078 0020
Tod Davis / David Benda
Numis Securities Limited - Company Broker
Tel: +44 (0)20 7260 1000
Kevin Smith
Heritage International Fund Managers Limited - Company Secretary
& Administrator
Tel: +44 (0)1481 716000
Tom Karim
CNC
Tel: +44(0)20 3219 8820 / +44(0)7923 293 399
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 Ordinary Shares are reminded that any such subscription
must be made only on the basis of the information contained in the
Prospectus, 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, Luxembourg and the Republic of Ireland). 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, as amended, (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.
This announcement may include "forward-looking statements". All
statements other than statements of historical facts included in
this announcement, including, without limitation, those regarding
the Company's financial position and strategy are forward-looking
statements.
Forward-looking statements are subject to risks and
uncertainties and accordingly the Company's actual future financial
results and performance may differ materially from the results and
performance expressed in, or implied by, the statements. These
factors include but are not limited to those described in the
Prospectus.
These forward-looking statements speak only as at the date of
this announcement. The Company expressly disclaims any obligation
or undertaking to update or revise any forward-looking statements
contained herein to reflect actual results or any change in the
assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the Financial
Services and Markets Act 2000, the Listing Rules or Prospectus
Rules of the Financial Conduct Authority or other applicable laws,
regulations or rules.
Note to editors
About Bluefield Solar Income Fund Limited
The Company is a Guernsey-registered investment company focusing
on large scale agricultural and industrial solar assets. It had an
initial public offering of shares on the main market of the London
Stock Exchange in July 2013. The Company currently has over 309
million shares in issue.
The Company seeks to provide shareholders with an attractive
return, principally in the form of 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. The
Company intends to pay quarterly distributions.
About Bluefield Partners LLP (Bluefield)
Bluefield was established in 2009 and is an investment adviser
to companies and funds investing in solar energy infrastructure. It
has a proven record in the selection, acquisition and supervision
of large scale energy and infrastructure assets in the UK and
Europe. The team has been involved in over GBP1.25 billion of solar
PV funds and/or transactions in both the UK and Europe since 2008,
including over GBP500m in the UK since December 2011.
Bluefield has led the acquisitions, and currently advises on
over 70 UK based solar PV assets that are agriculturally,
commercially or industrially situated. Based in its London office,
Bluefield's partners are supported by a dedicated and highly
experienced team of investment, legal and portfolio executives.
Bluefield Services Limited, based in Bristol, is the asset manager
for the Company's portfolio.
Bluefield was appointed Investment Adviser to the Company in
June 2013.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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