TIDMARL
RNS Number : 6470L
Atlantis Resources Limited
29 April 2015
29 April 2015
ATLANTIS RESOURCES LIMITED
("Atlantis" or the "Company")
Acquisition of Marine Current Turbines Limited from Siemens
Atlantis, a global leader in the tidal power sector, is pleased
to announce that it has reached agreement to acquire the entire
issued share capital of the Bristol based tidal business, Marine
Current Turbines Limited, ("MCT") from Siemens AG ("Siemens") in an
all share deal. The acquisition is conditional upon certain
conditions precedent being satisfied.
Highlights
-- Acquisition of world class, iconic British tidal turbine
business including extensive seabed rights, existing projects,
staff and intellectual property
-- Consolidates two world leading tidal technologies - MCT and
Atlantis - under the Atlantis turbine business and further
establishes Atlantis as a global leader in tidal current power
-- Creates one of the largest portfolios of tidal current power
projects in the United Kingdom under the Atlantis power generation
business
-- Siemens will receive 9.99% of the Company's enlarged issued
share capital as sole consideration for the sale
-- Other benefits of the acquisition include:
o portfolio of six projects expanding the Company's footprint
into Wales, Northern Ireland and Southern England
o additional potential project development capacity of 200MW
augmenting existing capacity to nearly 600 MW of project pipeline
creating one of the largest tidal project portfolios in the United
Kingdom
o increased project development portfolio in Scotland
o acquisition of MCT 1.2MW surface piercing tidal SeaGen system
("SeaGen S"), the world's first utility scale electricity
generating tidal stream project with the longest track record of
generation having now been operating for over 5 years in Northern
Ireland generating approximately 10 gigawatt hours of electricity
and selling that electricity into the grid
o acquisition will include MCT's extensive tidal turbine
intellectual property portfolio and the designs for MCT's turbines,
including its next generation 1 MW fully submerged SeaGen turbine
("SeaGen U") and its 1MW SeaGen system designed for floating
deployment applications ("SeaGen F")
o considerable investment into R&D over more than 15 years
along with transitioned experienced staff and turbine hardware and
testing equipment offer further value to wider Atlantis
business
o potential for some non-core project disposals and utilisation
of R&D and CAPEX grant income for acquired tidal projects to
enhance Group balance sheet; and
o the establishment of dedicated turbine assembly facility to be
located at Global Energy's Nigg Energy Park in Ross-Shire,
Scotland
Ongoing working capital of MCT to be financed by a loan package
provided by leading Scottish energy services contractor Global
Energy Group. Interest on the loan will accrue at the rate of 4.5%
per annum and be rolled up and repayable in May 2018 at the same
time as the principal amount.
Tim Cornelius, CEO of Atlantis, commented:
"We are delighted to be acquiring this leading British tidal
power company from Siemens which firmly positions Atlantis as a
leader in UK tidal power and globally. Marine Current Turbines has
developed a world leading tidal turbine, a world class engineering
team, unrivalled expertise in long-term turbine operations and
testing through its SeaGen installation at Strangford Lough and an
impressive portfolio of projects under development across the
UK.
"We welcome Siemens as an Atlantis shareholder. This deal sees
two industry leaders, MCT and Atlantis, combining to underpin the
UK's position as one of Europe's tidal power leaders."
Achim Woerner, CEO Hydro & Ocean Power at Siemens Wind Power
and Renewables Division, commented:
"We are pleased that Atlantis, one of the strongest players in
the comparatively new segment of tidal stream, has acquired Marine
Current Turbines. This will enable the areas of competence of
Marine Current Turbines, in particular its engineering
capabilities, to be retained. Siemens will continue to cooperate
with respect to component supply with MCT / Atlantis in the
future."
Gordon Ronaldson, Executive Vice President of Global Energy
Group's Process & Equipment business, commented:
"We are delighted to have played a role in assisting in the
consolidation of the tidal power market in the United Kingdom.
There is a real opportunity through this acquisition to establish
Scotland as the centre of excellence for the sector, in terms of IP
ownership, project development and manufacturing. This is an
important and exciting milestone in establishing Nigg as Scotland's
main construction and logistics base for offshore renewables. We
look forward to welcoming the enlarged Atlantis group to Nigg
Energy Park and to supporting their various projects in Scotland
and throughout the UK."
For further information please contact:
Atlantis Resources Limited via FTI Consulting
Tim Cornelius, Chief Executive Officer
Duncan Black, Chief Financial Officer
Peel Hunt LLP (Nominated Adviser and Broker) +44 (0) 20 7418 8900
Daniel Harris / Jock Maxwell MacDonald
FTI Consulting +44 (0) 20 3727 1898
Ben Brewerton / Alex Beagley / Stephanie Blott
/ James Styles
MCT was founded in 2000 and has successfully carried out
significant research and development on tidal power turbines,
including the installation and operation of the first marine
renewable energy project to be accredited by OFGEM as a commercial
power station.
MCT has an established track record in the design, assembly and
operation of tidal turbines, with industry leading technology,
turbine designs and engineers. MCT's 1.2 MW SeaGen ("SeaGen S")
system was installed in 2008 in Strangford Lough in Northern
Ireland and was the first marine renewable energy project to be
accredited by OFGEM as a commercial power station. The Strangford
Lough system has since produced approximately 10 gigawatt hours of
clean, tidally-generated electricity over a period of 5 years. The
system continues to provide MCT with valuable tidal turbine
operations and maintenance experience. This system remains
operational and is included in the sale.
Atlantis will acquire MCT's extensive tidal turbine intellectual
property portfolio and the designs for MCT's turbines, including
its next generation 1 MW fully submerged SeaGen turbine ("SeaGen
U") and its 1MW SeaGen system designed for floating deployment
applications ("SeaGen F"). The SeaGen 1MW systems will complement
Atlantis' AR1500 1.5 MW turbine through offering a lighter weight,
lower cost turbine suited for project sites with slower flows or
where floating turbine structures are required, such as at deep
water locations. MCT's industry leading drivetrain, turbine blade
and operations and maintenance expertise is highly complementary to
Atlantis' leading offshore operations, connections and foundation
experience.
The SeaGen system will open up new project development locations
and opportunities for Atlantis, widening the total potential
addressable market. It is possible that floating SeaGen systems
could be deployed on sites where AR1500 turbines will be deployed
to increase total installed capacity on a project location.
Siemens will continue to supply MCT with standard components for
its tidal power turbines and projects. Alongside the acquisition,
Siemens and Atlantis have agreed to explore respective
opportunities for the future.
For Atlantis' power generation projects business, the MCT
project portfolio provides a strong pipeline for growth, with a
combination of projects at an advanced stage of development as well
early stage development projects. MCT has been awarded six tidal
lease agreements for tidal sites throughout the UK, with a total
potential capacity of nearly 200 MW. The MCT portfolio includes
some projects already awarded project development funding which
Atlantis will seek to utilise. The MCT portfolio will expand
Atlantis's project footprint into Wales, Northern Ireland and
England.
The MCT projects will increase the Atlantis tidal power project
development portfolio to almost 600 MW of potential installed
capacity in the UK alone, providing a strong platform for growth
and an important step in the Company's strategy of building a
worldwide portfolio of development sites and a world leader in
tidal stream generation. Post-acquisition, Atlantis will further
assess the MCT portfolio to prioritise the projects to pursue in
the near term, and those that it will defer the development of or
potentially divest.
Atlantis is acquiring MCT on a debt free basis. For the year
ending 30 September 2014, MCT made a post-tax loss of GBP7,293,000,
which was largely due to GBP6,828,000 of expensed research and
development and associated costs. As the technology enters its
commercialisation phase, research and development expenditure is
expected to reduce markedly.
As consideration for the sale of MCT, Siemens will be issued
with new ordinary shares in Atlantis on completion which will
provide Siemens with a 9.99% shareholding in the Company. Siemens
will not be entitled to sell the shares (save in certain
circumstances) until 30 April 2016.
Strategic Partnership with Global Energy Group
The Global Energy Group ("GEG") is an existing supplier to the
MeyGen project, and GEG's expertise and world class facilities make
it a natural supply chain partner.
Atlantis will enter into a lease with GEG for a facility at
GEG's Nigg Energy Park in Scotland. Atlantis will use this facility
for turbine assembly and testing, and will relocate activities and
equipment from MCT's existing Bristol turbine integration facility
as well as Atlantis' UK turbine assembly and testing programmes in
support of the MeyGen project. The recently completed quay side
extension at Nigg Energy Park will allow Atlantis to conduct
foundation and turbine fabrication, assembly and testing as well as
vessel operations supporting MeyGen and other future projects in
the enlarged Atlantis portfolio.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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