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RNS Number : 2705N Gore Street Energy Storage Fund PLC 18 June 2025
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE
INSIDE INFORMATION AS STIPULATED UNDER THE UK'S MARKET ABUSE REGULATION. UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
18 June 2025
Gore Street Energy Storage Fund plc
(the "Company" or "GSF")
Dividend Declaration, Management Fee Changes, Shareholder Consultation,
Capital Allocation and Strategy Update, and Unaudited NAV
· 1 pence dividend declared, with an additional special dividend of 3
pence expected when proceeds from the sale of the Big Rock investment tax
credits ("ITCs") are available for distribution.
· Revised management fee structure effective from 1 October 2025, which
will be based on the average of market capitalisation and NAV; performance
fees (including in the event of a takeover), and termination fee payable in
the event of a takeover have been removed, resulting in substantial fee
reductions.
· The Board has conducted an extensive shareholder consultation.
· An independent advisor has been appointed to assess mid-term strategy
options and inform a comprehensive capital allocation plan for the Company.
· Both of the Company's recently energised US projects have reached
Commercial Operations Date.
· Proceeds from the sale of the Dogfish ITCs have been received; Big Rock
is nearing an agreement for the sale of ITCs. Both are in line with previous
guidance.
· Unaudited NAV of 102.8 pence per share as at 31 March 2025 announced.
· The Company's annual results are expected to be published on or around
17 July 2025.
Dividend Declaration
The Board of Directors has approved a dividend of 1.0 pence per ordinary share
for the March-end 2025 quarter. The ex-dividend date will be 17 July 2025,
followed by a record date of 18 July 2025. The dividend will be paid on or
around 15 August 2025.
Any such dividend payment to Shareholders may take the form of either dividend
income or "qualifying interest income", which may be designated as an interest
distribution for UK tax purposes and, therefore, subject to the interest
streaming regime applicable to investment trusts. Of this dividend declared of
1.0 pence per share, 0.7 pence is treated as qualifying interest income. A
further special dividend of 3p per share is expected as outlined below.
Management Fee Reduction
The Board undertook a review of fees, taking into account recent fee
announcements from peer group funds and shareholder feedback. The Board agreed
with its Alternative Investment Fund Manager (the "AIFM" or the "Investment
Manager"), Gore Street Investment Management, to substantially revise the fees
payable under the AIFM agreement, resulting in significant savings and better
long-term alignment with shareholders. Under the current arrangements, the
AIFM is entitled to a management fee equal to 1.0% per annum of adjusted net
asset value.
The AIFM Agreement will be amended from 01/10/25 to make the following
changes:
· Management Fees: will be calculated as 1% per annum of the average
(50:50) of market capitalisation and adjusted net asset value. 1 (#_ftn1) The
fees will be subject to a cap of 1% of adjusted net asset value.
· Performance fees: will be removed.
· The notice period remains unchanged at 12 months.
· Termination fee in the event of a takeover: will be removed.
Based on the average share price during the 2024 financial year, a c.22% or
£1.14 million saving would have been achieved based on the revised management
fee. This excludes any further savings that could have resulted from the
removal of performance and exit performance fees. The other agreements with
the Gore Street Capital group remain unchanged.
Shareholder Consultation, Future Dividends, and Capital Allocation and
Strategy Update
In May and early June, the Company's Board conducted a comprehensive roadshow
with shareholders to seek feedback on the Company's current market position,
allocation of its cash balance, US ITCs and use of leverage. Options discussed
included investing for sustainable growth, dividends, share buybacks, and debt
repayment. A majority of investors consulted prioritised the distribution of
ITC proceeds to shareholders and therefore the payment of dividends.
In addition to the Company's increasing cash flow from operations, the Company
expects to sell its ITCs from the now-operational "Big Rock" asset in
California, which when combined with those already received in relation to the
Dogfish project are expected to be at the top end of the previous US$60-US$80
million guidance.
As a result, the Board of Directors today declares a 1 pence per share
dividend, and expects, in the absence of any unforeseen factors, to distribute
a further 3 pence per share once the proceeds from the sale of the Big Rock
ITCs become available to the Company, which is expected in H2 2025. This
dividend distribution structure meets the expectations of shareholders, but
without increasing the Company's total debt and the associated costs.
Going forward, the Company will link dividend distributions with operational
cash flow, rather than maintaining a fixed distribution target. This strategy
underscores the Board's commitment to financial sustainability. Further
details of the dividend policy will be included in the upcoming annual
results.
The Company holds 494.8 MW of construction-ready assets, and several of the
existing GB and Irish assets have near-term augmentation potential. To
evaluate the potential of these expansion opportunities and to assess mid-term
strategy options and inform a comprehensive capital allocation plan for the
Company, the Board has engaged an independent external adviser. The results of
this exercise will be shared with the market in due course.
Until the conclusion of the review and the resulting capital allocation is
announced, excess cash from the ITC proceeds will be used to repay the
Company's revolving credit facility while maintaining the flexibility to fund
future capital expenditure obligations of the portfolio companies.
Unaudited Net Asset Value as at 31 March 2025
The Company today announces an Unaudited Net Asset Value (NAV) as at 31 March
2025 of 102.8 pence per share, reflecting a decrease of 4.2 pence per share
over the financial year. Inclusive of dividends paid during the year, the NAV
total return amounts to 1.1%, bringing the NAV total return since IPO to 48%.
In (£) millions Pence/share
NAV March 2024 541 107.0
Dividends -28 -5.5
Revenue Curves -31 -6.1
Inflation -5 -1.0
Discount Rates 16 3.2
Net Portfolio Returns 26 5.2
NAV March 2025 519 102.8
Board Succession
The Board acknowledges that three directors are due to retire in the next two
years as the Company reaches its 8(th) anniversary. The Board of Directors is
committed to gradually completing the succession process. The Nomination and
Remuneration Committee has been conducting a recruitment process throughout
the year and aims to announce the first replacement director before the end of
2025.
Pat Cox, Chair of the Company, commented:
"The financial year has been transformative for GSF. We have more than doubled
our energised capacity and begun operations in our fifth energy market. We
also take pride in the ongoing resilience of the Company's valuations, which
demonstrates the robust framework established over our years of operation and
the appropriate assumptions used in the Company's valuations. In these
particularly challenging times, the principles of transparency, integrity, and
robust governance are more crucial than ever.
My colleagues and I continue to be committed to prioritising the interests of
GSF shareholders. Having listened to shareholders and carefully considered
their feedback, today we declare a 1 pence dividend, with the expectation to
pay a special 3 pence per share dividend once the Big Rock ITC monies are
available for us to distribute. I see this as a prudent step that avoids
unnecessary borrowing costs, while still distributing excess cash to
shareholders. We are also pleased to see a commitment from the Investment
Manager by revising its fee arrangements with the Company, which is expected
to result in a material saving for shareholders. This, together with the
appointment of an independent advisor to the Board, alongside existing
advisers, to advise on a mid-term strategy and a comprehensive capital
allocation plan for the Company are positive steps forward."
Notice of Annual Results
The Company expects to release its audited results for the twelve months ended
31 March 2025 on 17 July 2025.
A virtual presentation for analysts will be held at 9:30 am BST on the day of
the results. To register for the event, please
contact gorestreet@buchanan.uk.com.
Additionally, the Investment Manager will hold a live presentation for
investors relating to the Annual Results via the Investor Meet Company
platform on 17 July 2025 at 11:00 am BST.
The presentation is open to all existing and potential shareholders. Questions
can be submitted pre-event via the Investor Meet Company dashboard up until
9:00 am the day before the meeting or at any time during the live
presentation.
Investors can sign up to Investor Meet Company for free and add to meet GORE
STREET ENERGY STORAGE FUND
PLC via:https://www.investormeetcompany.com/gore-street-energy-storage-fund-plc/register-investor
(https://url.avanan.click/v2/___https:/gbr01.safelinks.protection.outlook.com/?url=https%3A%2F%2Fd31v2n04.eu1.hs-sales-engage.com%2FCtc%2FI8%2B23284%2Fd31V2n04%2FJlF2-6qcW8wLKSR6lZ3npN5KTdVN3Vx8kW6DqwHj57fzDGN5pQTGwVG0SmW8f8YH-1sGJhpW6s256m23kqlmW6hxWNw7Gnb66W5_dBcQ2zhcbQW73gSbn5-YDK5N2jdslpj32hGW3qmZz96Kf_7BW35t2r25nTW9jW7TVFMd3tYXX1W2ntp5X3m8QYLW3c7KV284Lnn6N6ZqdWBkMgPTW5vRc_b70SLT4W2QtwZD1qDCY6W7R4nTx76n59VW8Z24yY7Yr-Z3W8bbfFK7JfFHWW1RhFXk3lD7-YW2FWmsp898zRMW5vkY5_9d4ZmrV7CK9W3qxYBGW51ygm076qsGwW19GBqs4cP-w5W5mJTmP1XMdLMW8VBD6h3RVx7nf7sSKfl04&data=05%7C02%7Cbpaulden%40gorestreetcap.com%7C291ba5dd6ebb4737055108dc8c741e80%7Cc85193471b654f408695009c77d04147%7C0%7C0%7C638539677571905071%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C0%7C%7C%7C&sdata=eYoCsO0Cf%2B4Y8T3k%2FMdCG3mtXN3PV881K4rW%2FGYheMg%3D&reserved=0___.YXAxZTpzaG9yZWNhcDphOm86YTIzM2E3NDVhZTkzYzhmZjIyMGY2NWI4OTQ1OWY0YzM6NjoxOTMyOjk1MzFjZTIwYzMxY2I2MDA0NjczMDVkOWMwZmY3YjI4YzEwMDYwNmI2NjQ3NzkxODI1MGRhN2ZjNGNlZTY4YmE6cDpGOk4)
Following the presentation, materials will be posted on the Company's
website: www.gsenergystoragefund.com
(https://url.avanan.click/v2/___https:/www.gsenergystoragefund.com/index___.YXAxZTpzaG9yZWNhcDphOm86YTIzM2E3NDVhZTkzYzhmZjIyMGY2NWI4OTQ1OWY0YzM6NjoyYTJhOjQ4OWFiZTJiYmQzNmI3MjhlOTEyNDAxYzRiMjdlYTIyMjY5NmRhN2FhMzQzZTIzZjE5ZWNkNjYyZWVjMDI3Y2M6cDpGOk4)
The person responsible for arranging for the release of this announcement on
behalf of the Company is Benjamin Hanley of Gore Street Services Limited,
Company Secretary.
1 (#_ftnref1) Management fees are charged quarterly. Market Capitalisation
means the average of the closing daily market capitalisation on each Business
Day in the relevant calendar quarter, excluding any Ordinary Shares held by
the Company in treasury.
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