REG - Aquila Eur Renwables Aquila Euro Rnw-AERI - Company Update

Aquila European RenewablesAnnouncement

20/06/2024 16:30

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RNS Number : 2803T  Aquila European Renewables PLC  20 June 2024

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION,
RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR TO U.S. PERSONS. THE
INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO
ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY
INVESTMENTS IN ANY JURISDICTION.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

For immediate release

 

LEI:
213800UKH1TZIC9ZRP41

20 June 2024

Aquila European Renewables plc

Company Update

As outlined in the Chairman's Letter in the 2022 Annual Report and again on 30
May 2023, the Board of Aquila European Renewables plc ("AERI" or the
"Company") committed to explore a number of different initiatives to help
address the issues facing the sector and secure recognition in the Company's
share price of the real underlying value of its portfolio.

The Company then announced on 22 December 2023, that it was also considering
broader options for the future of the Company, including the possible
combination with another listed investment company by way of a section 110
scheme of reconstruction under the Insolvency Act 1986 (the "Section 110
Review"). Despite engaging with multiple parties as part of the Section 110
Review, AERI announced on 10 May 2024 that the Section 110 Review had been
terminated in response to shareholder feedback. At the same time, AERI
confirmed that it was continuing with a review of broader options including
the potential sale of some or all of the assets of the Company for cash.

Since the Company's announcement on 22 December 2023 the Board has worked with
the Company's Financial Adviser, Deutsche Numis, to actively explore the
viability of the potential s110 combination of the Company or the sale of some
or all of the assets of the Company. Deutsche Numis has engaged with numerous
third parties and this engagement has resulted in the receipt of several
expressions of interest from third parties (the "Potential Bidders") with
respect to various potential transaction structures.

One Potential Bidder made a proposal with respect to an acquisition of the
entire issued and to be issued share capital of the Company (the "Takeover
Code Offeror"). The Board determined that it was appropriate to provide the
Takeover Code Offeror with access to detailed due diligence information.
Having reviewed this information the Takeover Code Offeror did not make a
proposal at a level which, in the Board's opinion and taking into account
shareholders' views on the value of the Company, would have been capable of
recommendation to shareholders if made as a firm offer. At this time, the
Company is not seeking potential Takeover Code offerors (and is not engaged in
discussions with any potential Takeover Code offerors) in relation to an offer
for the entire issued and to be issued share capital of the Company.

The Board has also received enquiries from a number of parties relating to a
sale of all of the assets, geographic portfolios of the assets or individual
assets of the Company (the "Asset Proposals"). Several of these discussions
have progressed and, while they are at an early stage, they remain ongoing.
There can be no certainty that any of the Asset Proposals will result in a
sale of all or a substantial proportion of the Company's assets.

As disclosed in the announcement on 10 May 2024, AERI is also considering
alongside the Asset Proposals, both a wind-down of the Company with an orderly
realisation of its assets over a period of time, and the potential
continuation of the Company in its present form in accordance with its current
investment policy.

The Board will continue its assessment of all options and expects to provide a
further update on its review of broader strategic options as and when
appropriate however in any event before the vote on the Company's continuation
at a shareholder meeting expected to be held in September 2024.

Enquiries:

Deutsche Numis (Financial Adviser and Broker)

David
Benda
                            +44 (0) 20 7260 1000

Stuart Ord

George
Shiel
 

 

Inside Information

The information contained within this announcement is deemed by Aquila
European Renewables plc to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No.596/2014 (as it forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018). On the
publication of this announcement via a Regulatory Information Service, such
information is now considered to be in the public domain.

The person responsible for making this announcement is Jennifer
Thompson of Apex Listed Companies Services (UK) Limited, the Company
Secretary.

Further information

Numis Securities Limited ("Deutsche Numis"), which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority, is acting
exclusively for AERI and no one else in connection with the matters set out in
this announcement and will not regard any other person as its client in
relation to the matters in this announcement and will not be responsible to
anyone other than AERI for providing the protections afforded to clients of
Deutsche Numis, nor for providing advice in relation to any matter referred to
herein. Neither Deutsche Numis nor any of its affiliates (nor any of their
respective directors, officers, employees or agents), owes or accepts any
duty, liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any person who is
not a client of Deutsche Numis in connection with this announcement, any
statement contained herein or otherwise.

This announcement is not intended to and does not constitute an offer to sell
or the solicitation of an offer to subscribe for or buy or an invitation to
purchase or subscribe for any securities or the solicitation of any vote in
any jurisdiction.

The release, publication or distribution of this announcement in jurisdictions
outside the United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves about, and
observe such restrictions. Any failure to comply with such restrictions may
constitute a violation of the securities law of any such jurisdiction.

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