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REG - US Solar Fund PLC US Solar Fund - USFP - Tender Offer, Circular & Notice of General Meeting

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RNS Number : 0662N  US Solar Fund PLC  03 May 2024

3 May 2024

US Solar Fund PLC

("USF", or the "Company")

Tender Offer, Publication of Circular and Notice of General Meeting

 

The Board of Directors of USF is pleased to announce it has published today a
circular (the "Circular") advising Shareholders of the background and details
of the Tender Offer announced by the Company and providing notice of a General
Meeting of Shareholders to approve the Tender Offer.

Background to Tender Offer

The Company announced on 25 March 2024, on publication of its annual results
for the period ending 31 December 2023, that it was analysing options
available to it to return capital to Shareholders, consistent with previous
announcements made on 18 March 2024, 10 July 2023 and 26 June 2023.

The Company announced on 24 April 2024, its intentions to launch a Tender
Offer as a method of returning capital to Shareholders. It is now proposed
that the Company conduct a Tender Offer, at the Tender Price of $0.764 per
share. This is equivalent to the 31 December 2023 NAV of $0.78 per share, less
2% for the costs of administering the Tender Offer.

Circular

The Circular sets out the background to and details of the Tender Offer and
includes a notice of General Meeting of the Company.

A copy of the Circular will be made available on the Company's website at
https://www.ussolarfund.co.uk/ (https://www.ussolarfund.co.uk/) and submitted
to the National Storage Mechanism, where it will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

For information, capitalised terms used but not defined in this announcement
(including Tender Offer and Tender Price) shall have the meaning given to them
on pages 33-35 of the Circular.

General Meeting

The implementation of the Tender Offer requires the approval of Shareholders.
Formal Notice convening a General Meeting of the Company, which is to be held
at 2:50 p.m. on 21 May 2024 at The Scalpel, 18th Floor, 52 Lime Street, London
EC3M 7AF, and at which the Resolution will be proposed, is set out in the
Circular. The notice includes the full text of the Resolution.

Resolution

The proposed resolution is a Special Resolution. To become effective, the
Resolution must be passed by Shareholders representing 75% (or more) of the
total voting rights of Shareholders who, being entitled to vote, do so in
person or by proxy. The Resolution must be passed for the Tender Offer to
become unconditional.

 

 

 

 

 

For further information, please contact:

 

 US Solar Fund                       +44 20 7939 0550

 Meredith Frost (Amber)
 Cavendish Capital Markets Limited   +44 20 7397 8900

 Tunga Chigovanyika

 James King

 Will Talkington

 KL Communications                   +44 20 3382 6644

 Charles Gorman

 Charlotte Francis

 Patrick Lodge

About US Solar Fund plc

US Solar Fund plc, established in 2019, listed on the premium segment of
the London Stock Exchange in April 2019. The Company's investment objective
is to provide investors with attractive and sustainable dividends with an
element of capital growth by owning and operating solar power assets in North
America and other OECD countries in the Americas.

The solar power assets that the Company acquires or constructs are expected to
have an asset life of at least 30 years and generate stable and uncorrelated
cashflows by selling electricity to creditworthy offtakers under long-term
power purchase agreements (or PPAs). The Company's portfolio currently
consists of 41 operational solar projects with a total capacity of 443MWDC,
all located in the United States.

Further information on the Company can be found on its website
at http://www.ussolarfund.co.uk (http://www.ussolarfund.co.uk/) .

 

About Amber Infrastructure Group

Amber Infrastructure (Amber) is an international infrastructure specialist,
focused on investment origination, development, asset management and
in Europe, fund management. Amber's core business focuses on infrastructure
assets across the public, transport, energy, digital and demographic
infrastructure sectors that support the lives of people, homes and businesses
internationally.

Among other funds, Amber Infrastructure advises International Public
Partnerships, a FTSE 250-listed Company with a market cap of
approximately £2.5 billion and 15-year track record of long-term investment
in infrastructure assets globally. Amber is headquartered in London with
offices in Europe, North America and Australia and employs c.180
infrastructure professionals. Amber has had a strategic partnership with
the Hunt Group of Companies in the US since 2015. Learn more
at www.amberinfrastructure.com (http://www.amberinfrastructure.com/) .

 

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