REG - Ecofin US Renewables - B Share scheme apportionment ratio

Ecofin US Renewables Infrastructure TrustAnnouncement

28/05/2026 12:00

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RNS Number : 0655G  Ecofin US Renewables Infrastr.Trust  28 May 2026

LEI: 2138004JUQUL9VKQWD21

 

28 May 2026

 

Ecofin U.S. Renewables Infrastructure Trust plc

 

B Share scheme apportionment ratio

 

Ecofin U.S. Renewables Infrastructure Trust plc (the "Company") would like to
confirm the apportionment ratio in relation to the initial B share return of
capital (the "B Share Return") and the associated book cost, further to the
announcements dated 12 May 2026 and 15 May 2026. The circular in relation to
the Company's shareholder-approved B share scheme, which contains further
details in relation to returns of capital made by the Company pursuant to that
scheme (including the B Share Return) may be found on the National Storage
Mechanism and on the Company's website at https://rnewfund.com/
(https://rnewfund.com/) .

 

Pursuant to the authority received from Shareholders at the general meeting
held on 7 April 2026, the Board resolved to return approximately $10 million
in aggregate to Shareholders via an issue and immediate redemption of B
Shares.  On 15 May 2026, 9,999,954 B Shares of $1 each were paid up from the
Company's distributable reserves and issued to all Shareholders by way of a
bonus issue on the basis of one B Share for every 13.80791 Ordinary Shares
held at the Record Date of 6.00 p.m. on 14 May 2026.

 

The B Shares were immediately redeemed at their nominal value of $1 per B
Share with a Redemption Date of 15 May 2026. The proceeds from the redemption
of the B Shares were equivalent to 7.24 cents/5.32 pence per Ordinary Share.
Shareholders should note that no certificates were issued in respect of the B
Shares.

 

For the purposes of United Kingdom taxation of capital gains and corporation
tax on chargeable gains ("Capital Gains Tax"), the issue of B Shares
constitutes a tax-free reorganisation of the share capital of the Company.
Accordingly, (i) Shareholders receiving B Shares should not be treated as
having made a disposal of all or any part of their holding of existing
Ordinary Shares and (ii) the B Shares received by a Shareholder should,
together with their existing holding of Ordinary Shares be treated as the same
asset as a Shareholder's existing holding of Ordinary Shares, and as having
been acquired at the same time, and for the same consideration, as the
Shareholder's holding of existing Ordinary Shares was acquired. A
Shareholder's combined holding of Ordinary Shares and B Shares should have the
same aggregate base cost as the Shareholder's holding of Ordinary Shares
immediately before the issue of B Shares. The aggregate base cost should be
apportioned between B Shares and the Ordinary Shares held by a Shareholder by
reference to the market values of the Ordinary Shares and the B Shares on the
first day of trading after the issue of B shares.

 

Due to the terms on which the B Shares were issued and subsequently redeemed,
and as they were unlisted and non-transferable, their market value has been
assessed, below, as equal to their nominal value of $1 on 15 May 2026. The
market value of the Ordinary Shares is calculated with reference to their
market value on the first day of trading after the issue of the B Shares,
which is considered to be 15 May 2026.

 

Accordingly, the aggregate base cost of the Ordinary Shares which should be
apportioned against the B Shares redemption proceeds is 28.47%, calculated as
follows:

 Class of share  Market value on first day of trading (cents per share)  Relevant ratio used for the issue of B Shares  Relevant value (cents per share)  Relevant percentage
 Ordinary Share  18.2                                                    13.80791                                       251.303962                        71.53%

                                                                                                                                                          (251.303962 / 351.303962)
 B Share         100                                                     1                                              100                               28.47%

                                                                                                                                                          (100 / 351.303962)
 Total                                                                                                                  351.303962                        100.0%

 

United Kingdom taxation

 

The information above does not constitute legal or tax advice and is intended
only as a general guide to United Kingdom legislation and HMRC published
practice (which are both subject to change at any time, possibly with
retrospective effect). The information is not exhaustive and relates only to
certain limited aspects of the United Kingdom taxation treatment of the B
Share Return and is intended to apply only to Shareholders who (i) are
resident solely in the United Kingdom for United Kingdom tax purposes (and not
subject to the foreign income and gains regime), (ii) are, and were, the
absolute beneficial owners of their Ordinary Shares and B Shares, (iii) hold,
or held, them as investments (and not as securities to be realised in the
course of a trade) (otherwise than through an Individual Savings Account or a
pension arrangement), and (iv) in the case of individuals, who are not
Scottish or Welsh taxpayers and to whom split year treatment does not apply.
The information above may not apply to certain Shareholders, such as, but not
limited to, dealers in securities, insurance companies, collective investment
schemes, Shareholders who are exempt from taxation, Shareholders who have (or
are deemed to have) acquired their Ordinary Shares or B Shares by virtue of an
office or employment, and Shareholders who provide investment management
services to the Company or any affiliated entities. The position may be
different for future transactions.

 

 Shareholders who are in any doubt as to their tax position or who are
subject to tax in a jurisdiction other than the United Kingdom should consult
an appropriate professional adviser.

 

 

-ENDS-

 

 

 

Enquires:

 

Brett Miller

Ecofin U.S. Renewables Infrastructure Trust
PLC
 via the Company Secretary

 

Apex Listed Companies Services (UK) Limited
                                           +44
20 3327 9720

(Company Secretary)

 

Note: The content of the Company's web-pages and the content of any website or
pages which may be accessed through hyperlinks on the Company's web-pages is
neither incorporated into nor forms part of the above announcement.

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