JLEN: Proposed Placing

5th May 2021 | JLEN Environmental Assets (FTSE 250)

JLEN Environmental Assets Group Limited (“JLEN” or the “Company”) today announces that it is proposing to undertake a placing for up to approximately 54.7m new ordinary shares (“New Ordinary Shares”) by way of a bookbuilding process (the “Placing”).

Since the Company raised £57m in February 2020 to repay amounts drawn under its revolving credit facility (the “Facility”), the Company has continued to make investments across a range of environmental infrastructure sectors, including first investments into grid-scale stand-alone battery storage and low carbon transport. The Facility is currently £82m drawn. The net proceeds of the Placing will be used to pay down amounts outstanding under the Facility in order to create more funding headroom to meet existing commitments and an identified pipeline of near term opportunities, including further investments into operational bio-energy assets and battery storage opportunities.

The New Ordinary Shares are being offered on a non-pre-emptive basis pursuant to the authority granted by shareholders at the Company’s annual general meeting held on 3 September 2020, and therefore the maximum number of New Ordinary Shares that will be issued under the Placing is 54,672,002 New Ordinary Shares, representing approximately 10 per cent of the Company’s issued share capital.

To participate in the Placing, investors should communicate their bid(s) to Winterflood Securities Limited (“Winterflood”), including: (i) the number of New Ordinary Shares for which the investor wishes to subscribe; and (ii) the price or price range the investor is offering to pay for such New Ordinary Shares. Any bid price must be for a full pence or half pence amount.

The Placing will be made to Qualified Investors (within the meaning of Article 2(e) of the UK version of Regulation (EU) 2017/2019 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended) through Winterflood, subject to the terms and conditions set out below in the Appendix to this Announcement. The decision to allot New Ordinary Shares to any Qualified Investor shall be at the absolute discretion of the Board of JLEN, following consultation with Winterflood and the Company’s investment adviser, Foresight Group LLP (the “Investment Adviser”).

The New Ordinary Shares are not being offered at a fixed price, but at a placing price per New Ordinary Share which will be determined by the bookbuild (the “Placing Price”). The Placing Price will be agreed between the Company, the Investment Adviser and Winterflood following the close of the bookbuild. The Placing Price, together with the number of New Ordinary Shares to be issued, will be announced shortly thereafter.

The bookbuild is expected to close at 2:00 p.m. on 12 May 2021 but may be closed earlier or later at the discretion of the Company and Winterflood.

Winterflood, in agreement with the Company and the Investment Adviser, may choose to accept bids, either in whole or in part, on the basis of allocations determined, and may scale down any bids for this purpose, on such basis as the Company and Winterflood may determine. Winterflood may also, notwithstanding the above, subject to the prior consent of the Company: (i) allocate New Ordinary Shares after the time of any initial allocation to any person submitting a bid after that time; and (ii) allocate New Ordinary Shares after the bookbuild has closed to any person submitting a bid after that time. The Company reserves the right to reduce the amount to be raised pursuant to the Placing.

By making an offer to subscribe for New Ordinary Shares under the Placing, investors will be deemed to have accepted the terms and conditions set out below in the Appendix to this Announcement. An investor that has made an offer to subscribe for New Ordinary Shares under the Placing accepts that following the closing of the bookbuild such offer shall be irrevocable without the consent of the Directors. Upon being notified of its allocation of New Ordinary Shares in the Placing, an investor shall be contractually committed to acquire the number of New Ordinary Shares allocated to it at the Placing Price.

Applications will be made to the Financial Conduct Authority for admission of the New Ordinary Shares to the premium listing segment of the Official List and to the London Stock Exchange for admission to trading of the New Ordinary Shares on its main market for listed securities (“Admission”). It is expected that Admission will become effective at 8.00 a.m. on 17 May 2021 and that dealings in the New Ordinary Shares will commence at that time.

The New Ordinary Shares will, when issued, be credited as fully paid and rank pari passu with the existing Ordinary Shares in the capital of the Company, including the right to receive all future dividends and distributions declared, made or paid, including the dividend for the quarter to 31 March 2021.

Expected timetable:

Placing opens – 5 May 2021

Placing closes – 2pm on 12 May 2021

Results of Placing announced – 13 May 2021

Admission – 8am on 17 May 2021

Below is an interview with the investment team, Chris Tanner & Chris Holmes who talk us through the highlights from the recent interim results

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