Result of the Issue

RNS Number : 6933C

Harmony Energy Income Trust PLC

12 October 2022

 

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY INVESTMENTS IN ANY JURISDICTION. PLEASE SEE THE SECTION ENTITLED "IMPORTANT LEGAL INFORMATION" AT THE END OF THIS ANNOUNCEMENT.

This announcement is released by Harmony Energy Income Trust plc and contains inside information for the purposes of the UK version of the Market Abuse Regulation (EC No. 594/2014).

12 October 2022

Harmony Energy Income Trust plc

("HEIT" or the "Company")

Result of the Issue

Further to the announcement on 28 September 2022, Harmony Energy Income Trust plc hereby announces that it will issue ca. 15 million new C Shares ("C Shares") at a price of 100p per C Share raising gross proceeds of ca. £15 million to be used towards the acquisition of pipeline projects SPVs (totalling 182 MW / 364 MWh) in conjunction with the issue of not less than 7 million C Shares as consideration shares on acquisition of the projects in due course as further described below.

The Company and the Investment Adviser would like to thank all investors for their support throughout the process in what has been a very challenging market backdrop. The net proceeds of the Issue, together with not less than 7 million C Shares to be issued to Harmony Energy as consideration, will enable the Company to exercise its right of first refusal on these projects and secure them at the attractive entry point agreed pursuant to the Pipeline Agreement. The acquisitions are subject to final due diligence and independent valuation, which will determine the acquisition value to be satisfied through a combination of cash and not less than 7 million C Shares. The Investment Adviser has identified potential alternative funding options for construction with the intention of progressing the projects within the existing grid energisation timeframes, thereby facilitating the commencement of commercial operations of the projects in 2024.

The new projects, when acquired, will increase the Company's portfolio to 9 BESS projects with a total capacity of c.500MW / 1GWh. The Company's Pillswood project (99MW / 198 MWh) is scheduled to commence operations in November 2022 and is expected to be the UK's largest operational BESS project by MWh.  

Norman Crighton, Chairman of the Company, said:

"I would like to thank investors for all their engagement in the process and support for the proposition, whilst recognizing that the pressures from the market and economic uncertainty have severely limited their ability to commit capital currently. HEIT's unique advantage of having a defined pipeline of an additional 500 MW / 1 GWh BESS projects with grid energisation timelines between now and the end of 2025 means it can continue to access very attractive 2-hour duration BESS projects which are not readily available on the open market at attractive pricing levels. The Company will now look to bring those projects into the Company's portfolio in line with its right of first refusal."

Paul Mason, Managing Director of Harmony Energy Advisors Limited commented :

"It has been clear from our engagement with investors that there is consensus on the compelling case for acquiring the projects. We look forward to moving ahead with the projects."

Application for admission

Application has been made for admission of 14,771,364 C Shares to trading on the Specialist Fund Segment of the London Stock Exchange plc's main market (" Admission "). It is expected that Admission will occur and dealings in the Ordinary Shares will commence at 8.00 a.m. (London time) on 14 October 2022. The C Shares will trade under the ticker "HEIC" (ISIN: GB00BLNNFZ25). LEI: 254900O3XI3CJNTKR453.

For electronic settlement through CREST, the Trade date is 12 October for settlement on 14 October 2022.

Joh. Berenberg, Gossler & Co. KG, London Branch ("Berenberg") acted as Sole Financial Adviser, Global Coordinator and Bookrunner.

Defined terms in this announcement have the same meaning as defined in the announcement on 28 September 2022.

For further information, please contact:

Berenberg Gillian Martin Ben Wright Dan Gee-Summons	[phone]
Camarco (PR adviser to the Company) Georgia Edmonds Eddie Livingstone-Learmonth Lily Pettifar	[phone]

Harmony Energy Advisors Limited Peter Kavanagh Paul Mason James Ritchie Max Slade

IMPORTANT LEGAL INFORMATION

This announcement is not an offer to sell or solicitation of any offer to buy any securities in the Company.

This announcement may not be published, distributed or transmitted by any means or media, directly or indirectly, in whole or in part, in or into the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. The securities mentioned herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States and, subject to limited exceptions, will not be offered, sold, exercised, resold, transferred or delivered, directly or indirectly, in or into the United States or to, or for the account or benefit of, any US person (as defined under Regulation S under the US Securities Act). The Company has not been, and will not be, registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and, as such, holders of the Company's securities will not be entitled to the benefits of the Investment Company Act.  No offer, sale, resale, pledge, delivery, distribution or transfer of the Company's securities may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. No public offering of securities is being made in the United States.

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy of this document. Any representation to the contrary is a criminal offence in the United States.

Neither this announcement nor any copy of it may be taken or transmitted into or distributed in Canada, Australia, Japan or the Republic of South Africa or any other jurisdiction in which the same would be unlawful or to any resident thereof. Any failure to comply with these restrictions may constitute a violation of the securities laws or the laws of any such jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. This announcement does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe, for securities in any jurisdiction where such offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on Harmony Energy Income Trust plc or Joh. Berenberg, Gossler & Co. KG, London Branch. 

Moreover, the Company's securities will not be registered under the applicable securities laws of Australia, Canada, the Republic of South Africa, Japan or any member state of the European Economic Area (other than any member state of the European Economic Area where the Company's securities may be lawfully marketed).

Joh. Berenberg, Gossler & Co. KG, London Branch ("Berenberg") is authorised by the German Federal Financial Supervisory Authority and subject to limited regulation by the Financial Conduct Authority ("FCA") and is acting exclusively for the Company and for no one else in connection with the matters described in this announcement and will not be responsible to anyone (whether or not a recipient of this announcement) other than the Company for providing the protections afforded to clients of Berenberg or for affording advice in relation to the contents of this announcement or any matters referred to herein.

None of the Company, the Investment Adviser, Berenberg, or any of their respective affiliates, accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, the Investment Adviser and Berenberg, 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.

 

END

 

 

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