REG - HydrogenOne Cap Gwth - Investment Adviser acquisition by Cordiant

Hydrogenone Capital GrowthAnnouncement

11/12/2024 07:00

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RNS Number : 5849P  HydrogenOne Capital Growth PLC  11 December 2024

LEI: 213800PMTT98U879SF45

11 December 2024

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE UK VERSION OF EU REGULATION 596/2014, WHICH FORMS PART OF UK LAW BY VIRTUE
OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). UPON PUBLICATION OF THIS
ANNOUNCEMENT, THE INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN FOR THE PURPOSES OF MAR.

 

HydrogenOne Capital Growth plc

("HydrogenOne" or the "Company")

 

Investment Adviser acquisition by Cordiant providing increased scale

 

HydrogenOne today announces that its investment adviser HydrogenOne Capital
LLP (the "Investment Adviser") has entered into a conditional agreement to
sell its business and assets to a wholly owned subsidiary of Cordiant Capital
Inc ("Cordiant"), a specialist global infrastructure and real assets manager
(the "Transaction"). The Board of HydrogenOne Capital Growth plc, the first
London-listed fund investing in clean hydrogen for a positive environmental
impact, is pleased to announce its support for the Transaction. Completion of
the Transaction is subject to certain regulatory approvals, expected in early
2025, following which the Company will change its name to Cordiant HydrogenOne
plc.

 

The Investment Adviser and Cordiant expect the Transaction will result in an
acceleration in the Company's market access and capabilities. Importantly, the
Investment Adviser has confirmed to the Company that the Investment Adviser's
senior management team and personnel will remain unchanged once the
Transaction is completed, and there will be no impact on the existing
management and operations of the Investment Adviser and the Company. The
Investment Adviser and the Company remain focused on advising on the portfolio
and managing cost base to deliver growth and maximise shareholder
value. Please see the section headed 'Further details of the Transaction'
below for more details.

 

Cordiant is a specialist global infrastructure and real assets investment
manager, with a sector-led approach to providing growth capital solutions to
promising mid-sized companies in Europe, North America and select global
markets. With over $4 billion in committed capital under management, Cordiant
invests in three focus sectors of 'infrastructure 2.0' - energy transition
infrastructure, digital infrastructure, and agriculture value chain. These
three sectors are characterised by secular growth tailwinds, technology
dynamism, sustainability, and require specialist expertise and experience.

 

The Cordiant group has experience in UK listed funds as investment manager to
Cordiant Digital Infrastructure Limited (CORD: LSE), which listed on the Main
Market of the London Stock Exchange in 2021 and has successfully raised and
deployed c.£800 million of equity.

 

Simon Hogan, Chairman of HydrogenOne Capital Growth plc, commented: "Having
carefully considered the merits of the Transaction with Cordiant for the
Company, the Board is firmly of the view that it will support the Company's
future development and is in the best interest of shareholders. We are, as
such very supportive of this Transaction and look forward to continuing to
work with the existing management team, in addition to the wider team from
Cordiant, to deliver value for shareholders."

 

Dr JJ Traynor and Richard Hulf, Managing Directors, Co-Heads of Cordiant
HydrogenOne, an Investment Adviser to the Company, commented: "Through this
partnership, Cordiant HydrogenOne has the opportunity to unlock substantial
value-creating opportunities for shareholders, accelerating hydrogen
infrastructure development. Our existing shareholders can benefit from
enhanced resources, broader market access, and a resilient pathway to
capturing the long-term economic potential inherent in the hydrogen sector.
This is a strategic positioning at the frontier of a sector poised for growth,
where innovation, technological advancements and climate imperatives
converge."

 

Benn Mikula, Managing Partner and CEO of Cordiant, commented: "My partners and
I are delighted that the HydrogenOne team is joining the Cordiant family. JJ,
Richard and team bring deep domain expertise in hydrogen along with a powerful
combination of investment expertise and operational skills.  In combining
Cordiant's global investment capabilities with HydrogenOne's deep technical
knowledge in the hydrogen value chain, we look to build even more value for
HydrogenOne shareholders even as we expand Cordiant's skills and product
offering in the energy transition infrastructure sector."

 

Investor Webinar

 

The Company's Investment Adviser and Cordiant will be hosting a live 30-minute
webinar presentation for investors to provide an update on the Transaction
commencing at 11:00 am GMT today.

 

In order to register for the webinar, please follow the
link: https://www.investormeetcompany.com/hydrogenone-capital-growth-plc/register-investor
(https://www.investormeetcompany.com/hydrogenone-capital-growth-plc/register-investor)
.

 

The presentation will also be available on the Company's website
at: https://hydrogenonecapitalgrowthplc.com/investors/documents-and-publications/
(https://hydrogenonecapitalgrowthplc.com/investors/documents-and-publications/)
.

 

- ENDS -

Notes

For further information, please visit www.hydrogenonecapitalgrowthplc.com
(http://www.hydrogenonecapitalgrowthplc.com/) or contact:

 

 HydrogenOne Capital LLP - Investment Adviser  Tel: +44 (0) 20 3830 8231
 JJ Traynor

 Richard Hulf

 Eva Roberts

 Barclays Bank PLC - Corporate Broker          Tel: +44 (0) 20 7623 2323

 Dion Di Miceli                                BarclaysInvestmentCompanies@barclays.com

                                             (mailto:BarclaysInvestmentCompanies@barclays.com)
 Stuart Muress

 James Atkinson
 Burson Buchanan - Financial PR                 Tel: +44 (0) 20 7466 5000

 Henry Harrison-Topham                          Email: HGEN@buchanancomms.co.uk (mailto:HGEN@buchanancomms.co.uk)

 Henry Wilson

 Samuel Adams

 

This announcement contains inside information for the purposes of Article 7 of
MAR. Upon publication of this announcement, the inside information is now
considered to be in the public domain for the purposes of MAR.

 

About HydrogenOne:

HydrogenOne is the first London-listed hydrogen fund investing in clean
hydrogen for a positive environmental impact. The Company was launched in 2021
with an investment objective to deliver an attractive level of capital growth
by investing in a diversified portfolio of hydrogen and complementary hydrogen
focussed assets. INEOS Energy is a strategic investor in HydrogenOne. The
Company is listed on the London Stock Exchange's main market (ticker code:
HGEN). The Company is an Article 9 climate impact fund with an ESG policy
integrated in investment decisions and asset monitoring.

About the Investment Adviser:

HydrogenOne Capital LLP was founded in 2020 as an alternative investment firm
focussed specifically on investing in hydrogen assets and their role in the
energy transition. As a responsible investor, the Investment Adviser is
committed to contributing to the energy transition through the financing of
sustainable investments and by providing investment solutions that reduce
carbon emissions. It employs a fully integrated investment and asset
management approach and integrates its focus on ESG criteria throughout the
entire investment process.

The principals, Dr JJ Traynor and Richard Hulf (the "Principals") have in
excess of 60 years of combined experience and a track record of success in the
energy industry and capital markets which are directly applicable to the
hydrogen industry, including acquisitions, mergers and divestments,
development of growth energy projects, supervision of profitable energy
production, ESG track record, investments in both listed and private companies
and board advisory.

The Principals have assembled an experienced team, bringing a mixture of
finance, technical and sector skills to support the Investment Adviser in its
day-to-day activities, responsible for financial modelling, corporate and
asset valuation analysis, and opportunity assessment.

Cordiant HydrogenOne is expected to become investment adviser to the Company
on completion of the Transaction.

About Cordiant:

Cordiant is a specialist global infrastructure and real assets manager with a
sector-led approach to providing growth capital solutions to promising
mid-sized companies in Europe, North America and selected global markets.
Since the firm's relaunch in 2016, Cordiant, a partner-owned and partner-run
firm, has developed a track record of exceeding mandated investment targets
for its clients.

Cordiant focuses on the next generation of infrastructure and real assets:
sectors (digital infrastructure, energy transition infrastructure and the
agriculture value chain) characterised by growth tailwinds and technological
dynamism. In addition, Cordiant applies a strong sustainability and ESG
overlay to its investment activities.

With a mix of managed funds offering both value-add and core strategies in
equity and direct lending, our sector investment teams (combining seasoned
industry executives with traditional private capital investors) work with
investee companies to develop innovative, tailored financing solutions backed
by a comprehensive understanding of the sector and demonstrated operating
capabilities. In this way, Cordiant aims to provide value to investors seeking
to complement existing infrastructure equity and infrastructure debt
allocations.

Further details of the Transaction

The Transaction is proposed to be structured as follows:

·    The Investment Adviser has agreed to sell its business and assets to
a newly incorporated English limited company, H2 Holdco Limited ("H2 Holdco").
Both entities are currently owned by the Principals of the Investment Adviser.

·    Immediately following the sale of the business of the Investment
Adviser to H2 Holdco, Cordiant UK Limited will acquire the equity share
capital of H2 Holdco in return for the granting to the Principals of the
Investment Adviser an equity stake in Cordiant Group Luxembourg.

·    The sale of the business and assets by the Investment Adviser to H2
Holdco and the sale of H2 Holdco to Cordiant are conditional on H2 Holdco
becoming an appointed representative of Thornbridge Investment Management LLP.

·    H2 Holdco is anticipated to be renamed Cordiant HydrogenOne Capital
Limited after completion of the sale of its share capital to Cordiant UK
Limited.

·    On completion of the Transaction, the Company's existing investment
adviser agreement with the Investment Adviser will be novated to H2 Holdco.

·    The Investment Adviser has confirmed to the Company that following
the Transaction, the Investment Adviser's senior management team and personnel
will remain unchanged, and there will be no impact on the existing management
and operations of the Investment Adviser and the Company after completion.

 

IMPORTANT NOTICE

 

This announcement does not constitute an offer to sell, or the solicitation of
an offer to acquire or subscribe for, shares in the Company in any
jurisdiction. The distribution of this announcement outside the UK may be
restricted by law. No action has been taken by the Company that would permit
possession of this announcement in any jurisdiction outside the UK where
action for that purpose is required. Persons outside the UK who come into
possession of this announcement should inform themselves about the
distribution of this announcement in their particular jurisdiction.

 

This announcement contains (or may contain) certain forward-looking statements
with respect to certain of the Company's plans and/or the plans of one or more
of its investee companies or projects and their respective current goals and
expectations relating to their respective future financial condition and
performance and which involve a number of risks and uncertainties. The Company
cautions readers that no forward- looking statement is a guarantee of future
performance and that actual results could differ materially from those
contained in the forward- looking statements.

 

The Company's Investment Adviser, HydrogenOne Capital LLP (FRN: 954060), is an
appointed representative of Thornbridge Investment Management LLP (FRN:
713859) ("Thornbridge") which is authorised and regulated by the Financial
Conduct Authority.

 

 

 

 

 

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