NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS, OR IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN
This announcement does not constitute an offer to sell, or the solicitation of an offer to subscribe for, or to buy shares in any jurisdiction.
This announcement is neither an advertisement, a prospectus nor a financial promotion. Any investment in any shares referred to in this announcement may be made only on the basis of information in the prospectus (the "Prospectus") published by Foresight Solar Fund Limited on 25 September 2014 and the supplementary prospectus (the "Supplementary Prospectus”) published on 12 March 2015, in connection with a placing programme (the "Placing Programme”) for ordinary shares of no par value each ("Ordinary Shares”), to be admitted to the Premium Listing segment of the Official List of the UK Listing Authority and to trading on the Main Market for listed securities of the London Stock Exchange.
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Foresight Solar Fund Limited
Result of Placing
12 June 2015
On 18 May 2015, the Board of Foresight Solar Fund Limited (the "Company") announced its intention to raise additional capital by way of a placing of new Ordinary Shares ("New Shares") under the Placing Programme in accordance with the Prospectus and the Supplementary Prospectus (the "Placing").
The Board is pleased to announce that £38.7m of gross proceeds has been raised in the Placing. A total of 37,670,814 New Shares will be issued at a price of 102.7 pence (subject to Admission).
Application has been made for the New Shares to be admitted to the Official List and to trading on the London Stock Exchange’s Main Market for listed securities ("Admission"). It is expected that Admission will become effective and dealings in the New Shares will commence on 16 June 2015.
Following Admission, the Company expects to have 281,803,232 Ordinary Shares in issue. The total number of voting rights of the Company will be 281,803,232 and this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company.
For further information, please contact:
Elena Palasmith firstname.lastname@example.org
+44 (0)203 667 8100
Stifel Nicolaus Europe Limited (Sponsor and Joint Bookrunner)
+44 (0)20 7710 7600
J.P. Morgan Cazenove (Joint Bookrunner)
William Simmonds+44 (0)20 7742 4000
This announcement is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada, Japan or South Africa. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada, Japan or South Africa. The securities of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the US Investment Company Act of 1940, as amended and may not be offered or sold directly or indirectly in or into the United States or to or for the account or benefit of any US Person (within the meaning of Regulation S under the Securities Act). The securities referred to herein have not been registered under the applicable securities laws of Australia, Canada, Japan or South Africa and, subject to certain exceptions, may not be offered or sold within Australia, Canada, Japan or South Africa or to any national, resident or citizen of Australia, Canada, Japan or South Africa.
This announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by, Stifel Nicolaus Europe Limited, or J.P. Morgan Cazenove or by any of their respective affiliates or agents as to or in relation to the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or their advisers and any liability therefore is expressly disclaimed.
Stifel Nicolaus Europe Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as sponsor to the Company and is acting for no-one else in connection with the Placing and the contents of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Stifel Nicolaus Europe Limited nor for providing advice in connection with the Issues and the contents of this announcement or any other matter referred to herein.
J.P. Morgan Cazenove which is authorised by the Prudential Regulation Authority and regulated by the Prudential Regulation Authority and the Financial Conduct Authority and Stifel Nicolaus Europe Limited (together, the "Joint Bookrunners"), are each acting exclusively for the Company and no-one else in connection with the Placing or the matters referred to in this announcement, will not regard any other person as their respective client in relation to the Placing and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Placing or any transaction or arrangement referred to in this announcement.