TIDMECWO
RNS Number : 8257H
Ecofin Water & Power Opps PLC
22 August 2016
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND
OR THE REPUBLIC OF SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN
WHICH THE SAME WOULD BE UNLAWFUL.
This document is an announcement and not a prospectus. Investors
should not purchase or subscribe for any transferable securities
referred to in this announcement except on the basis of information
contained in the prospectus relating to Ecofin Global Utilities and
Infrastructure Trust plc dated 6 July 2016, as supplemented by a
supplementary prospectus dated 22 August 2016 (together the "Ecofin
Global Prospectus") and the prospectus relating to EF Realisation
Company Limited dated 22 August 2016 (the "EF Realisation
Prospectus"). This announcement is not an offer to sell, or a
solicitation of an offer to acquire, securities in the United
States or in any other jurisdiction in which the same would be
unlawful. Neither this announcement nor any part of it shall form
the basis of or be relied on in connection with, or act as an
inducement to enter into, any contract or commitment
whatsoever.
22 August 2016
ECOFIN WATER & POWER OPPORTUNITIES PLC
EWPO Scheme of Reconstruction - Publication of Circular
Further to the EWPO Scheme of Reconstruction Update announcement
on 12 August 2016, the Board of Ecofin Water & Power
Opportunities plc ("EWPO" or the "Company") announces that the
circular in connection with the EWPO Scheme containing notices of
the General Meetings (the "EWPO Scheme Circular") has today been
published and will be posted to Shareholders along with the Ecofin
Global Prospectus and the EF Realisation Prospectus.
The EWPO Scheme Circular will shortly be available on the EWPO
website at [http://www.ecofin.co.uk/eco/en/products/ewpo/aboutewpo]
and on the National Storage Mechanism at
www.morningstar.co.uk/uk/NSM.
General Meetings
The implementation of the EWPO Scheme will require Shareholders
to vote in favour of the EWPO Scheme Resolutions at two General
Meetings of the Company which have been convened for 10.00 a.m. on
13 September 2016 and 10.00 a.m. on 21 September 2016. The notices
convening the General Meetings and the special resolutions to be
put to each General Meeting are set out at the end of the EWPO
Scheme Circular. The General Meetings will be held at the offices
of Norton Rose Fulbright LLP, 3 More London Riverside, London SE1
2AQ.
All Shareholders are entitled to attend and vote at the First
General Meeting and the Second General Meeting. The EWPO Scheme
Resolutions to be proposed at the First General Meeting and the
Second General Meeting respectively will be proposed as special
resolutions and, in order to be passed, will require the approval
of 75 per cent. or more of the votes cast at the General Meeting at
which they are proposed, whether in person or by proxy.
If the EWPO Scheme Resolutions are not approved by the
Shareholders at the First General Meeting, the EWPO Scheme will be
abandoned. In this event, the Directors will consider the most
appropriate course of action for the Company at that time.
Publication of the EF Realisation Prospectus
EF Realisation has today published the EF Realisation Prospectus
in connection with the issue of EF Realisation Shares pursuant to
the Reconstruction Proposals.
The EF Realisation Prospectus will shortly be available on the
EWPO website at
[www.ecofin.co.uk/eco/en/products/ewpo/investor/efrealisation] and
on the National Storage Mechanism at
www.morningstar.co.uk/uk/NSM.
Publication of Ecofin Global Supplementary Prospectus
Ecofin Global has today published a supplementary prospectus
(the "Ecofin Global Supplementary Prospectus") in connection with
issue of Ecofin Global Shares pursuant to the Reconstruction
Proposals. The Ecofin Global Supplementary Prospectus has been
published to reflect the increase in the Cash Exit being offered by
EWPO and the extensions to the timetable relating to the EWPO
Scheme.
The Ecofin Global Supplementary Prospectus will today be posted
to Shareholders and those ZDP Shareholders that have elected to
receive Ecofin Global Shares in respect of some or all of their
holdings of ZDP Shares.
The Ecofin Global Supplementary Prospectus is supplemental to
and must be read in conjunction with the prospectus relating to
Ecofin Global which was published on 6 July 2016. In accordance
with section 87Q(4) of the Financial Services and Markets Act 2000
("FSMA"), where a supplementary prospectus has been published and,
prior to the publication, a person agreed to buy or subscribe for
transferable securities to which it relates, he/she may withdraw
his/her acceptance before the end of 9 September 2016. Full details
of withdrawal rights and how to exercise them are detailed in the
Ecofin Global Supplementary Prospectus.
The Ecofin Global Supplementary Prospectus will shortly be
available on
www.ecofin.co.uk/eco/en/products/ewpo/investor/ecofinglobal and on
the National Storage Mechanism at www.morningstar.co.uk/uk/NSM.
Expected timetable
2016
Latest time and date for receipt 10.00 a.m. on 9
of Forms of Proxy or CREST Proxy September
Instructions from Shareholders
in respect of the First General
Meeting
Latest time and date for receipt 1.00 p.m. on 9
of Forms of Election or TTE September
Instructions from Shareholders
First General Meeting 10.00 a.m. on 13
September
Shares disabled in CREST* 6.00 p.m. on 13
September
Record Date 6.00 p.m. on 13
September
Calculation Date 6.00 p.m. on 13
September
Date from which it is advised 14 September
that dealings in the Shares
should only be for cash settlement
and immediate delivery of documents
of title
Latest time and date for receipt 10.00 a.m. on 19
of Forms of Proxy or CREST Proxy September
Instructions from Shareholders
in respect of the Second General
Meeting
Announcement of the Cash Fund 19 September 2016
Cap and number of Shares to
be reclassified as Shares with
"A" rights and Shares with "B"
rights
Ordinary Shares reclassified 8.00 a.m. on 20
as Reclassified Shares in the September
Official List and dealings in
Reclassified Shares commence**
Suspension of listing of Reclassified 7.30 a.m. on 21
Shares and Company's Register September
closes
Second General Meeting 10.00 a.m. on 21
September
EWPO Scheme Effective Date and 26 September
Transfer Agreements executed
and implemented
CREST accounts credited with 26 September
Ecofin Global Shares and EF
Realisation Shares
Cheques expected to be despatched week commencing
and CREST payments made to Shareholders 3 October
in respect of Elections for
the Cash Exit
Certificates despatched in respect week commencing
of the Ecofin Global Shares 3 October
and the EF Realisation Shares
held in certificated form
Cancellation of listing of Reclassified by 31 October
Shares on the Official List**
* For the avoidance of doubt the Company's Register will remain
open until the EWPO Scheme Effective Date.
** Reclassified Shares are a technical requirement of the EWPO
Scheme and will be created if the resolutions to be proposed at the
First General Meeting are passed and become effective.
Each of the times and dates in the expected timetable may (where
permitted by law) be extended or brought forward without further
notice. If any of the above times and/or dates change, the revised
time(s) and/or date(s) will be notified to Shareholders by an
announcement through a Regulatory Information Service. All
references to times in this document are to London time.
This announcement does not contain all the information which is
contained in the EWPO Scheme Circular. Shareholders should read the
EWPO Scheme Circular, the Ecofin Global Prospectus and the EF
Realisation Prospectus to make informed elections under the
Reconstruction Proposals.
Defined terms used in this announcement have the meanings given
in the EWPO Scheme Circular unless the context otherwise requires
or they are otherwise defined in this announcement.
For further information, please contact:
BNP Paribas Secretarial Services
Limited
Susan Gledhill, Company Secretary 020 7410 5971
Winterflood Investment Trusts
Joe Winkley
Neil Langford 020 3100 0000
Ecofin Limited
John Murray
Elspeth Dick 020 7451 2929
This information is provided by RNS
The company news service from the London Stock Exchange
END
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