REG - Renew Infra Grp Ld - Publication of Supplementary Prospectus

Renewables InfrastructureAnnouncement

07/08/2019 16:10

RNS Number : 2724I
Renewables Infrastructure Grp (The)
07 August 2019
 


THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.
 
7 August 2019
 
The Renewables Infrastructure Group Limited
("TRIG" or the "Company" and together with the holding company subsidiaries, the "Group")
 
Publication of Supplementary Prospectus
 
The Board of Directors of TRIG announces the publication today of a supplementary prospectus dated 7 August 2019 (the "Supplementary Prospectus") supplementing the prospectus published by the Company on 7 March 2019 in relation to a Share Issuance Programme of up to 450 million New Ordinary Shares and/or C Shares.
 
The Supplementary Prospectus has been issued following the publication of the Company's interim report and accounts for the six month period ended 30 June 2019 (the "Interim Accounts"), certain information from which is incorporated by reference into the Supplementary Prospectus. The Supplementary Prospectus also sets out the revised wording of the Company's investment policy following the recent amendments made thereto, as approved by the Company's shareholders at the Annual General Meeting in May of this year, and updates the no significant change statement included in the original document to cover the period since 30 June 2019.
 
The summary, registration document and securities note published by the Company on 7 March 2019, together with the Supplementary Prospectus, comprise the Prospectus in relation to the share issuance programme of up to 450 million New Ordinary Shares and/or C Shares valid until 6 March 2020, of which 185 million Shares remain available for issuance.
 
Copies of the Supplementary Prospectus and the Interim Accounts will be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM shortly as well as on the Company's website at www.trig-ltd.com.
 
Enquiries:
 
InfraRed Capital Partners Limited                             +44 (0) 20 7484 1800
Richard Crawford
Phil George
 
Tulchan Communications                                           +44 (0) 20 7353 4200
Martin Pengelley
Sheebani Chothani
 
Investec Bank plc                                                        +44 (0) 20 7597 4000
Lucy Lewis
Denis Flanagan
 
Liberum Capital Limited                                              +44 (0) 20 3100 2000
Chris Clarke
Gillian Martin
 
Important Information
 
The distribution of this Announcement, and/or the issue of New Ordinary Shares and/or C Shares in certain jurisdictions may be restricted by law and/or regulation.  No action has been taken by the Company, Investec Bank plc ("Investec") or Liberum Capital Limited ("Liberum") or any of their respective affiliates as defined in Rule 501(b) under the U.S. Securities Act of 1933, as amended (as applicable in the context used, "Affiliates") that would permit an offer of New Ordinary Shares and/or C Shares or possession or distribution of this Announcement or any other publicity material relating to such shares in any jurisdiction where action for that purpose is required.  Persons receiving this Announcement are required to inform themselves about and to observe any such restrictions.
 
Each of InfraRed Capital Partners Limited ("InfraRed"), Investec and Liberum is authorised and regulated by the UK Financial Conduct Authority. None of InfraRed, Investec or Liberum is acting as adviser to any recipient of this Announcement or will be responsible to any recipient of the document for providing the protections afforded to clients of any of them or for providing advice in connection with this Announcement or any of the matters referred to herein.
 
Information for Distributors
 
Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures, in the UK being the FCA's Product Intervention and Governance Sourcebook (PROD) (together the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any ''manufacturer'' (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Company's Shares have been subject to a product approval process, which has determined that such Shares are: (i) compatible with an end target market of (a) retail investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom and (b) investors who meet the criteria of professional clients and eligible counterparties each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II for each type of investor (the "Target Market Assessment").
 
Notwithstanding the Target Market Assessment, distributors should note that: the price of the Shares may decline and investors could lose all or part of their investment; the Shares offer no guaranteed income and no capital protection; and an investment in the Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risk of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Share Issuance Programme (including the Initial Issue). Furthermore, it is noted that, notwithstanding the Target Market Assessment, Investec and Liberum, acting as joint bookrunners, will only contact prospective investors through any placing under the Share Issuance Programme who meet the criteria of professional clients and eligible counterparties.
 
For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Shares.
 
Each distributor is responsible for undertaking its own target market assessment in respect of the Shares and determining appropriate distribution channels.
 
http://www.rns-pdf.londonstockexchange.com/rns/2724I_1-2019-8-7.pdf




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