VIVOPOWER ANNOUNCES PLANS TO SPIN OFF MAJORITY OF CARET BUSINESS UNIT PORTFOLIO AND DISTRIBUTION OF SPECIAL DIVIDEND STOCK
28 October 2023 - 12:00AM
VivoPower International PLC (NASDAQ: VVPR, “VivoPower”,
the “Company”) announced today that its board of directors has
approved an execution plan to spin off the majority of its Caret
business unit’s portfolio, representing up to ten solar projects
totalling 586MW-DC at varying stages of development.
This does not include the two solar projects (totalling
96.5MW-DC) that were committed to a joint venture valued at $7.7m
(representing a valuation of $80,000 per MW-DC).
VivoPower shareholders had previously approved a spinoff of
Caret, in whole or part during the Annual General Meeting held in
November 2022.
It is intended that VivoPower shareholders receive a special
dividend in the form of stock in the spin off entity. The
distribution may qualify as tax free
to VivoPower stockholders for U.S. federal
income tax purposes, but shareholders are advised to seek their own
tax advice.
The distribution is intended to be made to
all VivoPower shareholders of record as of 5:00 p.m.
ET on November 6, 2023 (the "record date"). The
distribution will ultimately take place in the form of a pro rata
stock dividend to each VivoPower shareholder as of the record
date. Completion of the spin-off transaction will be subject
to various conditions, including all the customary approvals with
the distribution date and ratio to be advised subsequent to the
fulfilment of conditions and approvals.
The Company will seek the approval from
VivoPower shareholders to receive the special dividend stock
as a result of the spin off in its next general meeting of
shareholders, which is anticipated to be in December 2023 at the
latest.
Shareholders are encouraged to consult with their financial
advisor regarding the specific implications of
trading VivoPower ordinary shares prior to or on the
distribution date.
About VivoPower
VivoPower is an award-winning global sustainable energy
solutions B Corporation company focused on electric solutions for
customised and ruggedised fleet applications, battery and
microgrids, solar and critical power technology and services. The
Company’s core purpose is to provide its customers with turnkey
decarbonisation solutions that enable them to move toward net-zero
carbon status. VivoPower has operations and personnel in Australia,
Canada, the Netherlands, the United Kingdom, the United States, the
Philippines, and the United Arab Emirates.
Forward-Looking Statements
This communication includes certain statements that may
constitute “forward-looking statements” for purposes of the U.S.
federal securities laws. Forward-looking statements include, but
are not limited to, statements that refer to projections, forecasts
or other characterisations of future events or circumstances,
including any underlying assumptions. The words “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intends,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,”
“project,” “should,” “would” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements may include, for example, the anticipated impact that
the events or transactions described in this communication may have
on the Company and the expected returns therefrom. These statements
are based on VivoPower’s management’s current expectations or
beliefs and are subject to risk, uncertainty, and changes in
circumstances. Actual results may vary materially from those
expressed or implied by the statements herein due to changes in
economic, business, competitive and/or regulatory factors, and
other risks and uncertainties affecting the operation of
VivoPower’s business. These risks, uncertainties and contingencies
include changes in business conditions, fluctuations in customer
demand, changes in accounting interpretations, management of rapid
growth, intensity of competition from other providers of products
and services, changes in general economic conditions, geopolitical
events and regulatory changes, and other factors set forth in
VivoPower’s filings with the United States Securities and Exchange
Commission. The information set forth herein should be read in
light of such risks. VivoPower is under no obligation to, and
expressly disclaims any obligation to, update or alter its
forward-looking statements whether as a result of new information,
future events, changes in assumptions or otherwise.
Contact
Shareholder Enquiries
shareholders@vivopower.com
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