Source - LSE Regulatory
RNS Number : 2152M
ContourGlobal PLC
19 January 2021
 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

FOR IMMEDIATE RELEASE

19 January 2021

ContourGlobal plc

Publication of circular in respect of the proposed acquisition of contracted operating power plants in the United States and Trinidad and Tobago

Further to the announcement made by ContourGlobal plc (the "Company" or "ContourGlobal") on 7 December 2020 that it had reached an agreement with Western Generation Partners, LLC to acquire a portfolio of natural gas-fired and combined heat and power assets totalling 1,502 MW located in the United States and Trinidad and Tobago (the "Acquisition"), ContourGlobal announces that it has today published a circular (the "Circular") in connection with the Acquisition, having received approval from the Financial Conduct Authority (the "FCA").

ContourGlobal further announces that the FCA has granted the Company, upon the publication of this announcement and the Circular, a dispensation from the requirement under the Listing Rules to hold a general meeting for the purpose of approving the Acquisition as a Class 1 transaction, in accordance with the temporary modifications made to the Listing Rules pursuant to the terms of the FCA's Statement of Policy and Technical Supplement entitled "Technical Supplement - modification of general meeting requirements under the Listing Rules", each published on 8 April 2020 (the "Statement of Policy").

Such dispensation has been granted on the basis that, in accordance with the FCA's Statement of Policy, the Company has obtained written undertakings from shareholders holding more than 50 per cent. of the Company's issued share capital (being the requisite majority required to pass a resolution to approve the Acquisition as a Class 1 transaction under the Listing Rules) that they approve the Acquisition, and would vote in favour of a resolution to that effect at a general meeting of the Company, if such meeting were to be held.  ContourGlobal L.P., the Company's majority shareholder holding, as at 15 January 2021, approximately 71.15 per cent. of the Company's issued share capital (excluding shares held in treasury), has provided a written irrevocable undertaking in these terms.

On the basis that the dispensation has been granted by the FCA upon publication of this announcement and the Circular, the Company is therefore not proceeding with a general meeting with respect to a resolution to approve the Acquisition.

Accordingly, following the publication of this announcement and the Circular, the Acquisition may be implemented subject to the satisfaction or (where applicable) waiver of the remaining conditions to which the Acquisition is subject, details of which are contained in the Circular.  As previously announced, the Acquisition is expected to complete during Q1 2021.

The Circular setting out details of the resolution approved by ContourGlobal L.P. and the Acquisition has today been submitted to the FCA's National Storage Mechanism and will be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The Circular will also be available for viewing on ContourGlobal's website at www.contourglobal.com, in the Investors section, and will be sent to ContourGlobal's shareholders.

ENQUIRIES

Investor Relations - ContourGlobal      
Alice Heathcote           
Tel: +44 (0) 203 626 9077 / +1 646 386 9901      
Email: Alice.Heathcote@contourglobal.com

Media - Brunswick       
Charles Pretzlik/Will Medvei     
Tel:  +44 (0) 207 404 5959        
Email: contourglobal@brunswickgroup.com

ABOUT CONTOURGLOBAL

ContourGlobal is listed on the premium segment of the London Stock Exchange (TKR: GLO). ContourGlobal is an international owner and operator of contracted wholesale power generation businesses.  Pro-forma for the Acquisition, it owns and operates approximately 6,307 MW in 119 power plants in 20 countries and four continents.

IMPORTANT NOTICE

This announcement is for information purposes only and is not intended to and does not constitute, or form part of, any offer or invitation to purchase, subscribe for or otherwise acquire or dispose of, or any solicitation to purchase or subscribe for or otherwise acquire or dispose of, any securities in any jurisdiction.  Persons needing advice should consult an independent financial adviser.  The information contained in this announcement is not for release, publication or distribution to persons in any jurisdiction where to do so might constitute a violation of local securities laws or regulations.

This announcement has been issued by and is the sole responsibility of ContourGlobal. The information contained in this announcement is for background purposes only and does not purport to be full or complete. The information in this announcement is subject to change without notice.

Neither the content of the Company's website (or any other website) nor any website accessible by hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

END

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