Launch of a Formal Sale Process
Summary by AI BETAClose X
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "TAKEOVER CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE TAKEOVER CODE AND THERE CAN BE NO CERTAINTY THAT ANY FIRM OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER WILL BE MADE
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
2 November 2026
Gresham House Energy Storage Fund plc
(GRID or the Company)
Launch of a Formal Sale Process
Gresham House Energy Storage Fund plc (LSE: GRID) announces that its board of directors (the “Board”) has instructed the Company’s financial advisers to launch a Formal Sale Process (“FSP”).
John Leggate CBE, Chair, states: “The decision by the Board to launch a formal sale process has been taken after careful consideration of a wide range of feedback from our shareholders and has not been taken lightly. It comes against a backdrop in which the Board and the Manager continue to execute the Company’s Growth Plan which has been reflected in the continued growth in the Company’s earnings and a 15.8% uplift in its Net Asset Value during the first six months of the year.
"Despite no change in the Board’s confidence in the Company’s ability to deliver on the Growth Plan, we recognise some shareholders’ increased desire to accelerate value delivery which has caused the Board to commence an FSP process whilst continuing to pursue the Growth Plan.”
Rationale for launching an FSP
The Board undertook an extensive consultation with shareholders over the summer and, since the Company’s announcement on 15 September 2026, the Board has continued to maintain an active and constructive dialogue. While shareholders have expressed strong support for the Company’s portfolio and the progress being made against its Growth Plan, it has become increasingly clear to the Board that there is a wide range of views about the appropriate time horizon for realising returns given the share price is continuing to fail to reflect the substantial progress made by the Company. Therefore the Board believes that it is appropriate to launch an FSP for GRID in these circumstances and has instructed its advisers and the Manager to commence the process.
Substantial value is being delivered
The Board believes that continuing to pursue the Growth Plan alongside the launch of the FSP will maximise the value creation opportunities available to the Company. Therefore, the Company is continuing to execute at pace on the Growth Plan, as detailed in its May 2026 Capital Markets Webinar (the “CMW”) and is targeting reaching Final Investment Decision (“FID”) on Ocker Hill (240MW), Lister Drive (57MW) and Rayleigh (480MW) during 2027. These three projects will represent close to double the MW capacity of the projects that entered construction in 2026 which in aggregate unlocked a 14p uplift in NAV per share. In addition, these three projects are expected to be built to a longer duration which should increase prospective NAV uplifts further.
The Company has built a market-leading platform to deliver BESS at scale in Great Britain and will update the market on its Q3 2026 NAV in the second half of November 2026.
The Takeover Panel has agreed that any discussions with third parties in relation to an offer for the Company may take place within the context of a "Formal Sale Process" (as referred to in Note 2 on Rule 2.6 of the Takeover Code).
Formal Sale Process
As part of the FSP the Board will invite expressions of interest from bona fide parties regarding a potential transaction for the entire issued ordinary share capital of the Company. The FSP is being managed by the Board, which is being advised by Rothschild & Co and Jefferies. Parties interested in participating in the FSP or otherwise engaging with the Company should contact Rothschild & Co or Jefferies, using the contact details below.
Parties interested in participating in the FSP will be required to enter into a non-disclosure and standstill agreement with the Company on terms satisfactory to the Board and on the same terms, in all material respects, as other interested parties before being permitted to participate in the FSP. The Company intends to provide interested parties with certain information on its business, following which interested parties would be invited to submit their proposals to the Board. The Company will update the market in due course regarding timings for the FSP.
The Board reserves the right to alter any aspect of the process as outlined above or to terminate the process at any time and in such cases will make an announcement as appropriate. The Board also reserves the right to reject any approach or terminate discussions with any interested party at any time. The Board is not in any active discussions with any potential offeror and is not considered to be in receipt of an approach from any potential offeror as at the date of this announcement.
The Takeover Panel has granted a dispensation from the requirements of Rules 2.4(a), 2.4(b) and 2.6(a) of the Takeover Code such that any interested party participating in the FSP will not be required to be publicly identified as a result of this announcement and will not be subject to the 28 day deadline referred to in Rule 2.6(a) of the Takeover Code for so long as it is participating in FSP. Interested parties should note Rule 21.2 of the Takeover Code, which prohibits any form of inducement fee or other offer-related arrangement, and that the Company, although it may do so in the future, has not at this stage requested any dispensation from this prohibition under Note 2 of Rule 21.2.
Shareholders are advised that this announcement does not represent a firm intention by any party to make an offer under Rule 2.7 of the Takeover Code and there can be no certainty that any offers will be made as a result of the FSP, that any sale will be concluded, nor as to the terms on which any offer may be made. Shareholders are advised to take no action at this time.
As a consequence of this announcement, an 'offer period' has now commenced in respect of the Company in accordance with the Takeover Code, and the attention of shareholders is drawn to the disclosure requirements of Rule 8 of the Takeover Code, which are summarised below in "Disclosure Requirements of the Takeover Code".
The person responsible for arranging the release of this announcement on behalf of GRID is Ruth Wright (Company Secretary).
Further announcements will be made as appropriate.
ENDS
For further information, please contact:
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Gresham House Energy Storage Fund plc |
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John Leggate David Stevenson |
Via FTI Consulting (see below) |
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Rothschild & Co (Joint Financial Adviser) Alex Midgen Emmet Walsh Murray Yuill |
+44 (0) 20 7280 5000 |
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Jefferies International Limited (Joint Financial Adviser and Joint Broker) |
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Dai Clement Paul Bundred Gaudi Le Roux |
+44 (0) 20 7029 8000 |
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Peel Hunt (Joint Broker) |
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Luke Simpson |
+44 (0) 20 7418 8900 |
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Huw Jeremy |
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FTI Consulting LLP (for the Board) |
+44 (0) 20 3727 1000 |
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Ed Berry Edward Knight |
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JTC (UK) Limited as Company Secretary |
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Ruth Wright |
+44 (0) 20 7409 0181 |
LEI: 213800MSJXKH25C23D82
About the Company and the Investment Manager
Gresham House Energy Storage Fund plc aims to invest in a diversified portfolio of utility-scale battery energy storage systems (known as BESS) located in Great Britain and internationally. The Company seeks to provide investors with the prospect of capital growth through the re-investment of net cash generated in excess of its target dividend in accordance with the Company's investment policy.
Gresham House Asset Management Ltd (the “Investment Manager”) is the FCA authorised operating business of Gresham House Ltd, a specialist alternative asset manager. Gresham House is committed to operating responsibly and sustainably, taking the long view in delivering sustainable investment solutions.
www.greshamhouse.com
Definition of utility-scale battery energy storage systems (BESS)
Utility-scale battery energy storage systems (BESS) are the enabling infrastructure that will support the continued growth of renewable energy sources such as wind and solar, essential to the UK's stated target to reduce carbon emissions. They store excess energy generated by renewable energy sources and then release that stored energy back into the grid during peak hours when there is increased demand.
Inside Information
The information contained within this announcement is deemed by GRID to constitute inside information as stipulated under the Market Abuse Regulation (EU) no. 596/2014 (as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018). On the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
Notice related to financial advisers
N.M. Rothschild & Sons Limited ("Rothschild & Co"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for GRID and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than GRID for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.
Jefferies International Limited ("Jefferies"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively as financial adviser to GRID and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than GRID for providing the protections afforded to clients of Jefferies nor for providing advice in connection with the subject matter of this announcement. Neither Jefferies nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Jefferies in connection with the matters referred to in this announcement, or otherwise.
Disclosure requirements of the Takeover Code (the “Code”)
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4). Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel’s website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel’s Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.
Rule 29
Following the publication of this announcement, the Company is in an offer period for the purposes of the Code. The unaudited NAV as at 30 June 2026, as stated in the Company’s interim results published on 23 September 2026 for the six months ended 30 June 2026 (the “30 June 2026 NAV”) constitutes an asset valuation in accordance with Rule 29.1 of the Code. The Takeover Panel has confirmed that there is no requirement to publish a valuation report under Rule 29 in respect of the 30 June 2026 NAV unless and until a firm offer is announced for the Company. Accordingly, in the event of a firm offer being announced for the Company, a valuation report in accordance with Rule 29 of the Code on the 30 June 2026 NAV or any subsequent net asset value published by the Company prior to date of such offer will be published in due course and by no later than the publication of any offer document or scheme document in relation to such offer.
Rule 26.1 disclosure
In accordance with Rule 26.1 of the Code, a copy of this announcement will be available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at https://greshamhouse.com/real-assets/energy-transition-investment/gresham-house-energy-storage-fund-plc/ by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
Rule 2.9 information
In accordance with Rule 2.9 of the Code, GRID confirms that as at the close of business on 1 November 2026 its issued share capital consisted of 569,064,139 ordinary shares of £0.01 each (excluding 4,380,555 shares held in treasury). The International Securities Identification Number for GRID’s ordinary shares is GB00BFX3K770. GRID’s LEI is 213800MSJXKH25C23D82.
Additional information
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to this announcement or otherwise. Any offer, if made, will be made solely by certain offer documentation which will contain the full terms and conditions of any offer, including details of how it may be accepted. The distribution of this announcement in jurisdictions other than the United Kingdom and the availability of any offer to shareholders of GRID who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore, any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of GRID who are not resident in the United Kingdom will need to inform themselves about, and observe any applicable requirements.
This announcement may not be used in making any investment decision in isolation. This announcement on its own 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. This announcement does not constitute or form part of and may not be construed as an offer to sell, or an invitation to purchase or otherwise acquire, investments of any description, nor as a recommendation regarding the possible offering or the provision of investment advice by any party. No information in this announcement should be construed as providing financial, investment or other professional advice and each prospective investor should consult its own legal, business, tax and other advisers in evaluating the investment opportunity. No reliance may be placed for any purposes whatsoever on this announcement or its completeness.
The information and opinions contained in this announcement are provided as at the date of the announcement and are subject to change without notice and no representation or warranty, express or implied, is or will be made in relation to the accuracy or completeness of the information contained in this announcement and no responsibility, obligation or liability or duty (whether direct or indirect, in contract, tort or otherwise) is or will be accepted by the Company, the Investment Manager or any of their affiliates or by any of their respective officers, employees or agents to update or revise publicly any of the statements contained in this announcement. No reliance may be placed for any purpose whatsoever on the information or opinions contained in this announcement or on its completeness, accuracy or fairness. The document has not been approved by any competent regulatory or supervisory authority.
Any investment in the Company is speculative, involves a high degree of risk, and could result in the loss of all or substantially all of an investment in the Company. Results can be positively or negatively affected by market conditions beyond the control of the Company or any other person. There can be no assurance that any targeted returns will be achieved or that the Company will be able to implement its investment strategy or achieve its investment objectives. There is no guarantee that any such returns can be achieved or can be continued if achieved, nor that the Company will make any distributions whatsoever.
The information in this announcement may include forward-looking statements, which are based on the current expectations, intentions and projections about future events and trends or other matters that are not historical facts and in certain cases can be identified by the use of terms such as "may", "will", "should", "expect", "anticipate", "project", "estimate", "intend", "continue", "target", "believe" (or the negatives thereof) or other variations thereof or comparable terminology. These forward-looking statements, as well as those included in any related materials, are not guarantees of future performance and are subject to known and unknown risks, uncertainties, assumptions about the Company and other factors, including, among other things, the development of its business, trends in its operating industry, and future capital expenditures and acquisitions. In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur and actual results may differ materially from those expressed or implied by such forward looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements.
Each of the Company, the Investment Manager and their respective affiliates and their respective officers, employees and agents expressly disclaim any and all liability which may be based on this announcement and any errors or omissions from this announcement.
No representation or warranty is given to the achievement or reasonableness of future projections, management targets, estimates, prospects or returns, if any. Any views contained in this announcement are based on financial, economic, market and other conditions prevailing as at the date of this announcement. The information contained in this announcement will not be updated, save as required by law or regulation.
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