TIDMGSF
RNS Number : 3259E
Gore Street Energy Storage Fund PLC
10 March 2022
10 March 2022
Gore Street Energy Storage Fund plc
(the "Company" or "Gore Street")
Smaller Related Party Arrangements
The Board of Gore Street , London's first listed and category
defining energy storage fund supporting the transition to a low
carbon society, announces that it has amended its Commercial
Management Agreement (the "Revised CMA") with Gore Street
Operational Management Limited (formerly Gore Street Technical
Management Limited) (the "Operations Manager" or "GSOM"), a wholly
owned subsidiary of Gore Street Capital Limited (the "Investment
Manager" or "GSC")). The amendments widen the scope of
non-investment services provided to the Company by the Operations
Manager. The Revised CMA replaces the previous Commercial
Management Agreement entered into with GSOM in December 2020.
The new arrangements include additional services and additional
jurisdictions, supporting the continued development of the Company
as it grows and increasing the quality, efficiency and oversight of
these necessary operational services.
Revision to the Commercial Management Agreement
The considerable and ongoing expansion of the Company's
portfolio in recent years has reflected both the scale of the
market opportunity and the expertise of the Investment Manager in
securing the most attractive opportunities for growth. For
shareholders, there are significant advantages to a larger scale
portfolio with greater asset diversification. The Board believes
that the increased scope of engagement with GSOM will put in place
the required structure for the efficient management of the
Company's growing portfolio. The Revised CMA is expected to address
all potential gaps in service and oversight between the Investment
Manager and third party service providers.
Since 2020, GSOM has provided services in respect of the
Company's construction projects (the "Construction Services"), and
its commercial operations (the "Operational Services") and GSC has,
under its investment management agreement with the Company provided
accounting and administrative services to the Company, under a side
letter to the AIFM agreement (the "Administration Services") as
follows:
-- The Construction Services include, inter alia, single point
supervision and management of EPC tenders and selection, lease,
commissioning, and other construction related matters.
-- The Operational Services include, inter alia, single point
supervision and management of asset, operations, maintenance and
revenue optimisation related matters.
-- The Administrative Services include, inter alia single point
supervision of audit and asset accounting services as well as
commercial management of the Company's service contracts.
The Board in considering its duty to shareholders is conscious
of the requirement to ensure the Company has the capacity and
capability to manage successfully its considerable growth targets
and trajectory.
Under the Revised CMA, GSOM will take on the provision of the
Administrative Services and the scope of the Administrative
Services will be expanded to include ESG administration and will
allow for GSOM oversight (with prior Board consent) of other
matters including treasury, tax and secretarial services. It will
also allow for expansion of services as the Company moves into
jurisdictions outside of the UK and the Republic of Ireland.
Costs of the Revised CMA
Under the Revised CMA the cost of the services detailed above
will be calculated at the lower of: (a) the Operation's Manager's
cost of service plus a 15% mark-up, and (b) 1% of the Company's
NAV. Details of any operational management costs will be set out in
the Company's annual financial statements.
The Construction Services and Operational Services under the
Revised CMA will be incurred at SPV level whilst the majority of
the Administrative Services will be delivered to the Company.
The Investment Manager and any members of its group which
includes the Operations Manager are related parties of the Company
for the purpose of the Listing Rules. Based on the amounts
involved, the arrangements constitute a smaller related party
transaction as set out in Listing Rule 11.1.10R.
The Board believes that the arrangements will be beneficial to
shareholders for the following reasons:
-- cost and transparency : a transparent cost base for the
Company that provides the flexibility required to support the
continued expansion of the Company's portfolio; and
-- control, oversight and direct accountability : increased
control over the asset management and construction management
services, accounting and transaction support services for the
Company from a dedicated team that has specialist expertise in
respect of battery storage assets.
Pat Cox, Chair of Gore Street Energy Storage Fund plc
commented:
"We are pleased to announce we have agreed the terms set out in
the Revised CMA with Gore Street Operational Management Limited
which we believe better reflects the scope of services required for
the enlarged and rapidly growing infrastructure portfolio
performing an essential service for energy grids. The Revised CMA
presents compelling value for shareholders with transparency and
greater control for the independent Board of the Company while
ensuring that these assets receive best in class management."
ENDS
The Legal Entity Identifier of the Company is
213800GPUNVGG81G4O21.
For further information:
Gore Street Capital Limited
Alex O'Cinneide / Paula Travesso / Maria Vaggione Tel: +44 (0) 20 3826 0290
Shore Capital (Joint Corporate Broker)
Anita Ghanekar / Rose Ramsden / Iain Sexton (Corporate Advisory) Tel: +44 (0) 20 7 408 4090
Fiona Conroy (Corporate Broking)
J. P. Morgan Cazenove (Joint Corporate Broker)
William Simmonds / Jérémie Birnbaum (Corporate Tel: +44 (0) 20 7742
Finance) 4000
Buchanan (Media enquiries)
Charles Ryland / Henry Wilson / George Beale Tel: +44 (0) 20
7466 5000
Email: Gorestreet@buchanan.uk.com
JTC (UK) Limited, Company Secretary Tel: +44 (0) 20 7409
0181
Notes to Editors
About Gore Street Energy Storage Fund plc
Gore Street is London's first listed energy storage fund and
seeks to provide Shareholders with a significant opportunity to
invest in a diversified portfolio of utility scale energy storage
projects. In addition to growth through exploiting its considerable
pipeline, the Company aims to deliver consistent and robust
dividend yield as income distributions to its Shareholders.
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END
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