TIDMDORE
RNS Number : 8774P
Downing Renewables & Infrastructure
23 June 2022
23 June 2022
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES,
CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY EEA
STATE (OTHER THAN ANY MEMBER STATE OF THE EEA WHERE THE COMPANY'S
SECURITIES MAY BE LEGALLY MARKETED) OR ANY OTHER JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION. PLEASE SEE THE SECTION ENTITLED
"DISCLAIMER" TOWARDS THE OF THIS ANNOUNCEMENT.
This announcement does not constitute, and may not be construed
as, an offer to sell or an invitation or recommendation to
purchase, sell or subscribe for any securities or investments of
any description, or a recommendation regarding the issue or the
provision of investment advice by any party.
Downing Renewables & Infrastructure Trust plc
("DORE" or the "Company")
Result of Equity Raise
Further to the announcement made by the Company on 7 June 2022,
the Board of Downing Renewables & Infrastructure Trust (LSE:
DORE) is pleased to announce that the Company has raised gross
proceeds of c.GBP52.9 million. The Company received applications in
respect of 47,614,000 Ordinary Shares at a price of 111 pence per
Ordinary Share , exceeding the target size of the Initial
Issue.
The Initial Issue is conditional, inter alia, on the Issue
Resolutions being passed at the General Meeting and admission of
the new Ordinary Shares to the Official List and to trading on the
London Stock Exchange. A further announcement will be made
following the General Meeting .
Hugh Little, Chair of DORE, commented: "We are delighted to have
exceeded our target and raised c.GBP52.9 million, particularly
given the challenging capital markets backdrop. These proceeds will
be used to repay the revolving credit facility and to invest in an
attractive pipeline of near term opportunities, which are intended
to further diversify our portfolio. This fundraise represents c.
35% of the Company's Ordinary Share capital immediately prior to
the Initial Issue and as a result, our market cap will exceed
GBP200 million. We would like to thank our shareholders, both
existing and new, for their support and look forward to updating on
progress in the coming months as we seek to deliver further value
for them."
Unless otherwise defined, the terms used in this announcement
shall have the same meaning as set out in the prospectus of the
Company dated 7 June 2022.
Contact details:
Downing LLP - Investment Manager to the
Company
Tom Williams +44 (0)20 3954 9908
Singer Capital Markets - Sponsor, Financial
Adviser and Joint Bookrunner to the Company
Robert Peel, Alaina Wong, Asha Chotai (Investment
Banking)
Sam Greatrex, Alan Geeves, James Waterlow,
Paul Glover, William Gumpel (Sales) +44 (0)20 7496 3000
Winterflood Securities Limited - Joint
Bookrunner to the Company
Neil Morgan, Verity Wilson (Corporate Finance)
Darren Willis, Andrew Marshall (Sales) +44 (0)20 3100 0000
TB Cardew - Public relations advisor to +44 (0)20 7930 0777
the Company +44 (0)7738 724 630
Ed Orlebar +44 (0)7425 536 903
Tania Wild +44 (0)7939 694 437
Lucas Bramwell DORE@tbcardew.com
About Downing Renewables & Infrastructure Trust plc
DORE is a closed-end investment trust that aims to provide
investors with an attractive and sustainable level of income, with
an element of capital growth, by investing in a diversified
portfolio of renewable energy and infrastructure assets in the UK
and Northern Europe. DORE has been awarded the London Stock
Exchange's Green Economy Mark in recognition of its contribution to
the global 'Green Economy'.
The Board classifies DORE as a sustainable fund with a core
objective of accelerating the transition to net zero through its
investments, compiling and operating a diversified portfolio of
renewable energy and infrastructure assets to help facilitate the
transition to a more sustainable future. The Company believes that
this directly contributes to climate change mitigation.
DORE's strategy, which focuses on diversification by geography,
technology, revenue and project stage, is designed to increase the
stability of revenues and the consistency of income to
shareholders. For further
details please visit www.doretrust.com .
LEI: 2138004JHBJ7RHDYDR62
About Downing LLP
Downing LLP is a London-based investment management firm. It has
over 25,000 investors and currently manages c.GBP1.7 billion of
equity invested into businesses across a range of sectors, from
renewable energy, care homes, health clubs, and children's
nurseries, to technology and sports nutrition. Downing has a
demonstrable track record in renewables, having made more than 176
investments into solar parks, wind farms and hydroelectric plants
since 2010.
Disclaimer
This announcement is an advertisement and does not constitute a
prospectus and investors must subscribe for or purchase any shares
referred to in this announcement only on the basis of information
contained in the Prospectus published by the Company and not in
reliance on this announcement. Copies of the Prospectus may,
subject to certain access restrictions, be obtained from the
registered office of the Company and at the National Storage
Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
and on the Company's website, https://www.doretrust.com. Neither
the content of the Company's website, nor the content on any
website accessible from hyperlinks on its website for any other
website, is incorporated into, or forms part of, this announcement
nor, unless previously published by means of an RIS announcement,
should any such content be relied upon in reaching a decision as to
whether or not to acquire, continue to hold, or dispose of,
securities in the Company. This announcement does not constitute,
and may not be construed as, an offer to sell or an invitation to
purchase investments of any description or a recommendation
regarding the issue or the provision of investment advice by any
party. No information set out in this announcement is intended to
form the basis of any contract of sale, investment decision or any
decision to purchase shares in the Company. Approval of the
prospectus by the FCA should not be understood as an endorsement of
the securities that are the subject of the Prospectus. Potential
investors are recommended to read the Prospectus before making an
investment decision in order to fully understand the potential
risks and rewards associated with a decision to invest in the
Company's securities.
The Ordinary Shares have not been and will not be registered
under the U.S. Securities Act of 1933, as amended (the "U.S.
Securities Act") or with any securities regulatory authority of any
state or other jurisdiction of the United States and the Ordinary
Shares may not be offered or sold in the United States or to, or
for the account or benefit of, U.S. Persons (as defined in
Regulation S under the U.S. Securities Act ("Regulation S")) absent
registration or an exemption from registration under the U.S.
Securities Act. Moreover, the Ordinary Shares have not been, nor
will they be, registered under the applicable securities laws of
Australia, Canada, the Republic of South Africa, Japan or any
member state of the EEA (other than any member state of the EEA
where the Ordinary Shares are lawfully marketed). Further, the
Company is not, and will not be, registered under the US Investment
Company Act of 1940, as amended. The Ordinary Shares of the Company
will be offered and sold outside of the United States to non-U.S.
Persons in reliance on the exemption from the registration
requirements of the U.S. Securities Act provided by Regulation S.
Subject to certain exceptions, the Ordinary Shares may not be
offered or sold in the United States, Australia, Canada, the
Republic of South Africa, Japan or any member state of the EEA
(other than any member state of the EEA, where the Ordinary Shares
are lawfully marketed) or to, or for the account or benefit of, any
national, resident or citizen of, the United States, Australia,
Canada, the Republic of South Africa, Japan or any member state of
the EEA (other than to professional investors in certain EEA member
states where the Ordinary Shares may be lawfully marketed). The
Initial Issue, the Share Issuance Programme and the distribution of
this announcement, in certain jurisdictions may be restricted by
law and accordingly persons into whose possession this announcement
is received are required to inform themselves about and to observe
such restrictions.
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.
Each of Singer Capital Markets Advisory LLP ("Singer Advisory"),
Singer Capital Markets Limited ("Singer Capital Markets") and
Winterflood Securities Limited ("Winterflood"), is authorised and
regulated in the United Kingdom by the FCA, is acting exclusively
for the Company and for no-one else and will not regard any other
person (whether or not a recipient of this announcement, the
Circular or the Prospectus) as its client in relation to the
Initial Issue, the Share Issuance Programme and the other
arrangements referred to in the Prospectus or the Circular and will
not be responsible to anyone other than the Company for providing
the protections afforded to its clients, nor for providing advice
in connection with the Initial Issue, the Share Issuance Programme,
any Admission, the contents of the Prospectus or the Circular, or
any transaction or arrangement referred to in this announcement,
the Prospectus or the Circular.
The value of Ordinary Shares and the income from them is not
guaranteed and can fall as well as rise due to stock market and
currency movements. When you sell your investment you may get back
less than you originally invested. Figures refer to past
performance and past performance is not a reliable indicator of
future results. Returns may increase or decrease as a result of
currency fluctuations.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) Directive 2014/65/EU of the European
Parliament and of the Council of 15 May 2014 on markets in
financial instruments and amending Directive 2002/92/EC and
Directive 2011/61/EU ("EU MiFID") and Regulation (EU) No 600/2014
of the European Parliament and the Council of 15 May 2014 on
markets in financial instruments and amending Regulation (EU)
Management Engagement Committee No 648/2012 (together with EU
MiFID, "EU MiFID II"), as amended from time to time; (b) the UK's
implementation of EU MiFID II, as amended ("UK MiFID II"); (c)
Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593
supplementing EU MiFID II; and (d) the UK's implementation of
Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593
supplementing UK MiFID II, and in particular Chapter 3 of the
Product Intervention and Product Governance Sourcebook of the FCA
(together, the "MiFID II Product Governance Requirements"), and
disclaiming all and any liability, whether arising in tort,
contract or otherwise, which any "manufacturer" (for the purposes
of the MiFID II Product Governance Requirements) may otherwise have
with respect thereto, the Ordinary Shares have been subject to a
product approval process, which has determined that such securities
are: (i) compatible with an end target market of retail investors
and investors who meet the criteria of professional clients and
eligible counterparties, each as defined in EU MiFID II or UK MiFID
II (as applicable); and (ii) eligible for distribution through all
distribution channels as are permitted by EU MiFID II or UK MiFID
II (the "Target Market Assessment").
Notwithstanding the Target Market Assessment, distributors (such
term to have the same meaning as in the MiFID II Product Governance
Requirements) should note that: the price of the Ordinary Shares
may decline and investors could lose all or part of their
investment; the Ordinary Shares offer no guaranteed income or
capital protection; and an investment in the Ordinary Shares is
compatible only with investors who do not need a guaranteed income
or capital protection, who (either alone or in conjunction with an
appropriate financial or other adviser) are capable of evaluating
the merits and risks of such an investment and who have sufficient
resources to be able to bear any losses that may result therefrom.
The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Initial Issue and/or the Share
Issuance Programme. Furthermore, it is noted that, notwithstanding
the Target Market Assessment, the Joint Bookrunners will only
procure investors (pursuant to the Initial Placing and/or any
Subsequent Placing) who meet the criteria of professional clients
and eligible counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of EU MiFID II or UK MiFID II; or (b) a
recommendation to any investor or group of investors to invest in,
or purchase, or take any other action whatsoever with respect to
the Ordinary Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Ordinary Shares and determining
appropriate distribution channels.
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END
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