Leaf Clean Energy Company Further re. Redemption (4628H)
01 Agosto 2019 - 1:00AM
UK Regulatory
TIDMLEAF
RNS Number : 4628H
Leaf Clean Energy Company
01 August 2019
This announcement contains inside information defined in Article
7 of the EU Market Abuse Regulation No 596/2014 and has been
announced in accordance with the Company's obligations under
Article 17 of that Regulation.
1 August 2019
LEAF CLEAN ENERGY COMPANY
FURTHER RE. REDEMPTION ANNOUNCEMENT
As previously announced on 29 July 2019, and in accordance with
the Special Resolution passed by the requisite majority at the
Extraordinary General Meeting held on 1 July 2014 and the powers
therein granted to the Board, the Company will return approximately
GBP53.1 million to Shareholders, at 151.94 pence per each share
redeemed by way of a compulsory redemption of 66.47% of all
Shareholders' holdings of Shares (the "Redemption").
Words and expressions defined in the Circular posted to
shareholders on 11 June 2014 (the "Circular") shall, save where the
context requires otherwise, have the same meaning where they are
used in this announcement. The Circular is available to view on the
Company's website at
www.leafcleanenergy.com/media-relations/download-centre.
The Redemption Price per Share shall be 151.94 pence (by
reference to the Leaf Board's estimate of the NAV per Share as at
31 May 2019). The Redemption will be effected pro rata to holdings
of Shares on the register at the close of business on the
Redemption Record Date being 9 August 2019. Approximately 66.47% of
the Company's issued share capital will be redeemed on the
Redemption Date (that is 66.47 Shares for every 100 Shares held
(the "Relevant Percentage"). Fractions of Shares will not be
redeemed and so the number of Shares to be redeemed for each
Shareholder will be rounded down to the nearest whole number of
Shares.
The Company's current cash balance is GBP83.6 million, following
receipt of US$107.2 million from Invenergy in relation to the
Delaware Court of Chancery's ("Chancery Court") Final Order and
Judgement, as previously announced on 27 June 2019. Invenergy has
appealed the prejudgment interest award of US$30.0 million.
Accordingly, the Company is reserving an equivalent cash amount to
the interest award together with its best estimate of further costs
and potential liabilities until final resolution of Invenergy's
appeal filed in the Delaware Supreme Court ("Supreme Court"), in
case such sums are payable. We believe that the appeals process
will be concluded during September 2019. As a result, the amount
available for distribution is GBP53.1 million.
Following the Redemption, and net of the aforementioned payments
and reserves, the Company will have GBP1.9 million in uncommitted
cash.
The Company currently has 52,570,692 Shares in issue of which
none are held in treasury. All of the Shares redeemed on the
Redemption Date will be cancelled. A further announcement will be
released following the Redemption Date to confirm the new number of
Shares in issue.
The Shares will be disabled in CREST on the Redemption Date and
the existing ISIN, KYG541351279 (the "Old ISIN"), will expire. A
new ISIN, KYG541352004, in respect of the remaining Shares which
have not been redeemed (the "New ISIN") will be enabled and
available for transactions from and including the first Business
Day following the Redemption Date. Up to and including the
Redemption Date, Shares will be traded under the Old ISIN and as
such, a purchaser of such Shares will have a market claim for a
proportion of the redemption proceeds. CREST will automatically
transfer any open transactions as at the Redemption Date (which is
the record date for the purposes of the Redemption) to the New
ISIN.
Payments of redemption proceeds are expected to be effected
either through CREST (in the case of Shares held in uncertificated
form) or by cheque (in the case of Shares held in certificated
form) by 16 August 2019. Shareholders will be paid their redemption
proceeds in Sterling.
EXPECTED TIMETABLE
Redemption Announcement date 1 August 2019
Redemption Date 9 August 2019
Redemption Record Date 9 August 2019
expiry of Old ISIN 9 August 2019
New ISIN enabled, CREST Accounts credited 12 August 2019
Payment of proceeds date 16 August 2019
For further information please contact:
Mark Lerdal +1 (415) 264-5096
Leaf Clean Energy Company
Nicholas Wells/Callum Davidson +44 (0) 207 397 8980
Cenkos Securities plc
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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