TIDMGRID
RNS Number : 2824Z
Gresham House Energy Storage Fund
20 May 2021
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, TO U.S. PERSONS OR IN OR INTO THE
UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR
JAPAN OR THEIR RESPECTIVE TERRITORIES OR POSSESSIONS, OR INTO ANY
OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT. 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.
20 May 2021
Gresham House Energy Storage Fund PLC
("GRID" or the "Company")
Publication of Supplementary Prospectus
Gresham House Energy Storage Fund PLC today announces the
publication of a supplementary prospectus dated 20 May 2021 (the
"Supplementary Prospectus") supplementing the prospectus published
by the Company on 10 November 2020 in relation to a Share Issuance
Programme.
In accordance with the regulatory requirements under the
Prospectus Regulation Rules, the Supplementary Prospectus has been
issued following the publication of the Company's 2020 annual
report and accounts for the year ended 31 December 2020 (the
"Annual Report"), certain information from which is incorporated by
reference into the Supplementary Prospectus.
The summary, registration document and securities note published
by the Company on 10 November 2020, together with the Supplementary
Prospectus, comprise the Prospectus in relation to the Share
Issuance Programme .
The Supplementary Prospectus will be submitted to the National
Storage Mechanism and will be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism shortly as
well as on the Company's website at
https://greshamhouse.com/real-assets/new-energy-sustainable-infrastructure/gresham-house-energy-storage-fund-plc/
.
Unless otherwise defined, capitalised terms used in this
announcement shall have the same meaning as set out in the
Prospectus.
For Further Information
Gresham House New Energy
Ben Guest
Rupert Robinson +44 (0)20 3837 6270
Jefferies International Limited
Stuart Klein
Gaudi Le Roux +44 (0)20 7029 8000
KL Communications gh@kl-communications.com
Charles Gorman +44 (0)20 3995 6673
Camilla Esmund
Alex Hogan
About the Company and the Manager:
Gresham House Energy Storage Fund PLC owns a portfolio of
utility-scale operational energy storage systems (known as ESS)
located in Great Britain. The current portfolio has a total
capacity of 425MW. The Company is managed by Gresham House Asset
Management Limited under the leadership of Ben Guest. The Company
was admitted to trading on the London Stock Exchange (Specialist
Fund Segment) on 13 November 2018 (the "IPO") having raised GBP100
million of gross proceeds from investors. Following IPO, the
Company has raised a further total of approximately GBP258 million
of gross proceeds from investors.
The Gresham House New Energy team has a proven track record in
developing and operating energy storage and other renewable assets
having developed 264MW of Energy Storage Systems and approximately
290MW of predominantly ground-mounted solar projects. Gresham House
Asset Management currently manages 232MW of solar and wind energy
projects.
Gresham House Asset Management is the FCA authorised operating
business of Gresham House plc, a London Stock Exchange quoted
specialist alternative asset manager. Gresham House is committed to
operating responsibly and sustainably, taking the long view in
delivering sustainable investment solutions.
www.greshamhouse.com
Definition of Utility-scale battery Storage Systems
Utility-scale battery storage systems are the enabling
infrastructure that will support the continued growth of renewable
energy sources such as wind and solar, essential to the UK's stated
target to reduce carbon emissions. They store excess energy
generated by renewable energy sources and then release that stored
energy back into the grid during peak hours when there is increased
demand.
LEI number: 213800MSJXKH25C23D82
DISCLAIMERS
This announcement which has been prepared by, and is the sole
responsibility of, the Directors of the Company has been approved
for the purposes of section 21 of the Financial Services and
Markets Act 2000 by Gresham House Asset Management Limited, which
is authorised and regulated by the Financial Conduct Authority.
This announcement has been prepared for information purposes
only.
This announcement is an advertisement and does not constitute a
prospectus relating to the Company and does not constitute, or form
part of, any offer or invitation to sell or issue, or any
solicitation of any offer to subscribe for, any shares in the
Company in any jurisdiction nor shall it, or any part of it, or the
fact of its distribution, form the basis of, or be relied on in
connection with or act as any inducement to enter into, any
contract therefor. Copies of the prospectus will be available from
https://greshamhouse.com/real-assets/new-energy-sustainable-infrastructure/gresham-house-energy-storage-fund-plc/
.
This announcement is not an offer to sell or a solicitation of
any offer to buy New Shares in the United States, Australia,
Canada, the Republic of South Africa, Japan, or any Member State of
the European Economic Area, or any of their respective territories
or possessions, or in any other jurisdiction where such offer or
sale would be unlawful. No action has been taken by the Company or
Jefferies that would permit an offering of any shares in the
capital of the Company or possession or distribution of this
announcement or any other offering or publicity material relating
to such shares in any jurisdiction where action for that purpose is
required. Persons into whose possession this announcement comes are
required by the Company and Jefferies to inform themselves about,
and to observe, such restrictions.
This communication is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This communication is not an offer of securities for sale into the
United States. The securities referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933, as
amended, and may not be offered, sold, resold, transferred or
delivered directly or indirectly in the United States, or to, or
for the account or benefit of, U.S. Persons, except pursuant to an
applicable exemption from registration. No public offering of
securities is being made in the United States.
The Company has not been and will not be registered under the US
Investment Company Act of 1940 (the "Investment Company Act") and,
as such, holders of the Ordinary Shares will not be entitled to the
benefits of the Investment Company Act. No offer, sale, resale,
pledge, delivery, distribution or transfer of the Ordinary Shares
may be made except under circumstances that will not result in the
Company being required to register as an investment company under
the Investment Company Act.
The merits or suitability of any securities must be
independently determined by the recipient on the basis of its own
investigation and evaluation of the Company. Any such determination
should involve, among other things, an assessment of the legal,
tax, accounting, regulatory, financial, credit and other related
aspects of the securities.
This announcement may not be used in making any investment
decision in isolation. This announcement on its own does not
contain sufficient information to support an investment decision
and investors should ensure that they obtain all available relevant
information before making any investment. This announcement does
not constitute or form part of and may not be construed as an offer
to sell, or an invitation to purchase or otherwise acquire,
investments of any description, nor as a recommendation regarding
the possible offering or the provision of investment advice by any
party. No information in this announcement should be construed as
providing financial, investment or other professional advice and
each prospective investor should consult its own legal, business,
tax and other advisers in evaluating the investment opportunity. No
reliance may be placed for any purposes whatsoever on this
announcement or its completeness.
The information and opinions contained in this announcement are
provided as at the date of the announcement and are subject to
change without notice and no representation or warranty, express or
implied, is or will be made in relation to the accuracy or
completeness of the information contained herein and no
responsibility, obligation or liability or duty (whether direct or
indirect, in contract, tort or otherwise) is or will be accepted by
the Company, the Manager, Jefferies or any of their affiliates or
by any of their respective officers, employees or agents to update
or revise publicly any of the statements contained herein. No
reliance may be placed for any purpose whatsoever on the
information or opinions contained in this announcement or on its
completeness, accuracy or fairness. The document has not been
approved by any competent regulatory or supervisory authority.
Potential investors should be aware that any investment in
Company is speculative, involves a high degree of risk, and could
result in the loss of all or substantially all of their investment.
Results can be positively or negatively affected by market
conditions beyond the control of the Company or any other person.
Any data on past performance contained herein is no indication as
to future performance and there can be no assurance that any
targeted or projected returns will be achieved or that the Company
will be able to implement its investment strategy or achieve its
investment objectives. Any target returns published by the Company
are targets only. There is no guarantee that any such returns can
be achieved or can be continued if achieved, nor that the Company
will make any distributions whatsoever. There may be other
additional risks, uncertainties and factors that could cause the
returns generated by the Company to be materially lower than the
target returns of the Company.
The information in this announcement may include forward-looking
statements, which are based on the current expectations, intentions
and projections about future events and trends or other matters
that are not historical facts and in certain cases can be
identified by the use of terms such as "may", "will", "should",
"expect", "anticipate", "project", "estimate", "intend",
"continue", "target", "believe" (or the negatives thereof) or other
variations thereof or comparable terminology. These forward-looking
statements, as well as those included in any related materials, are
not guarantees of future performance and are subject to known and
unknown risks, uncertainties, assumptions about the Company and
other factors, including, among other things, the development of
its business, trends in its operating industry, and future capital
expenditures and acquisitions. In light of these risks,
uncertainties and assumptions, the events in the forward-looking
statements may not occur and actual results may differ materially
from those expressed or implied by such forward looking statements.
Given these risks and uncertainties, prospective investors are
cautioned not to place undue reliance on forward-looking
statements.
Jefferies International Limited, which is authorised and
regulated by the Financial Conduct Authority in the United Kingdom,
is acting only for the Company in connection with the matters
described in this announcement and is not acting for or advising
any other person, or treating any other person as its client, in
relation thereto and will not be responsible for providing the
regulatory protection afforded to clients of Jefferies or advice to
any other person in relation to the matters contained herein.
Neither Jefferies nor any of its directors, officers, employees,
advisers or agents accepts any responsibility or liability
whatsoever for this announcement, its contents or otherwise in
connection with it or any other information relating to the
Company, whether written, oral or in a visual or electronic
format.
Each of the Company, the Manager, Jefferies and their affiliates
and their respective officers, employees and agents expressly
disclaim any and all liability which may be based on this
announcement and any errors therein or omissions therefrom.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) the UK version of EU Directive 2014/65/EU on
markets in financial instruments, as it forms part of the laws of
England and Wales by virtue of the European Union (Withdrawal) Act
2018, as amended ("EUWA") and as amended by UK legislation ("MiFID
II"); (b) Articles 9 and 10 of the UK version of Commission
Delegated Directive (EU) 2017/593 supplementing MiFID II, as it
forms part of the laws of England and Wales by virtue of the EUWA
and as amended by UK legislation; and (c) local implementing
measures (together, the "MiFID II Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "manufacturer"
(for the purposes of the MiFID II Product Governance Requirements)
may otherwise have with respect thereto, the New Ordinary Shares
have been subject to a product approval process, which has
determined that the New Ordinary Shares are: (i) compatible with an
end target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in MiFID II; and (ii) eligible for distribution to
retail investors through advised sales only and to professional
clients and eligible counterparties through all distribution
channels as are permitted by MiFID II (the "Target Market
Assessment"). Notwithstanding the Target Market Assessment,
distributors should note that: the price of the New Ordinary Shares
may decline and investors could lose all or part of their
investment; the New Ordinary Shares offer no guaranteed income and
no capital protection; and an investment in the New Ordinary Shares
is compatible only with investors who do not need a guaranteed
income or capital protection, who (either alone or in conjunction
with an appropriate financial or other adviser) are capable of
evaluating the merits and risks of such an investment and who have
sufficient resources to be able to bear any losses that may result
therefrom. The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Share Issuance Programme.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the New Ordinary
Shares.
Each distributor is responsible for undertaking its own Target
Market Assessment in respect of the Ordinary Shares and determining
appropriate distribution channels.
PRIIPS (as defined below)
ln accordance with the UK version of Regulation (EU) No
1286/2014 of the European Parliament and of the Council of 26
November 2014 on key information documents for packaged retail and
insurance-based investment products as it forms part of the laws of
England and Wales by virtue of the EUWA and as amended by UK
legislation ("PRIIPs") and its implementing and delegated acts (the
"PRIIPs Regulation"), Gresham House Asset Management Limited has
prepared a key information document (the "KID") in respect of the
New Ordinary Shares. The KID is made available to "retail
investors" prior to them making an investment decision in respect
of the New Ordinary Shares at
https://greshamhouse.com/real-assets/new-energy-sustainable-infrastructure/gresham-house-energy-storage-fund-plc/
.
If you are distributing New Ordinary Shares, it is your
responsibility to ensure that the KID is provided to any clients
that are "retail clients".
Gresham House Asset Management Limited is the only manufacturer
of the ordinary shares for the purposes of the PRIIPs Regulation
and none of Jefferies or the Company are manufacturers for these
purposes. None of Jefferies or the Company makes any
representations, express or implied, or accepts any responsibility
whatsoever for the contents of the KID prepared by Gresham House
Asset Management Limited nor accepts any responsibility to update
the contents of the KID in accordance with the PRIIPs Regulation,
to undertake any review processes in relation thereto or to provide
the KID to future distributors of New Ordinary Shares. Each of
Jefferies and the Company and their respective affiliates
accordingly disclaim all and any liability whether arising in tort
or contract or otherwise which it or they might have in respect of
the KID prepared by Gresham House Asset Management Limited.
Investors should note that the procedure for calculating the risks,
costs and potential returns in the KID are prescribed by laws. The
figures in the KID may not reflect actual returns for the Company
and anticipated performance returns cannot be guaranteed.
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END
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