Transeastern Power Trust Announces Closing of First Tranche of Previously Announced Non-brokered Private Placement and Signing of Solar Power Asset Purchase Agreements
June 9, 2015
Toronto, Ontario – June 9, 2015 - Transeastern Power Trust (“Transeastern” or the “Trust”) (TSXV: TEP.UN) is pleased to announce today that, further to its press releases dated March 2, 2015 and April 14, 2015, it has closed a tranche of its previously announced private placement (the “Offering”), issuing subscription receipts valued at over $5.4 million.
In connection with the Offering the Trust entered into finders agreements with Sprott Global Resources Investments, Ltd., Palisade Capital Corp. and Canaccord Genuity Corp. and an agency agreement with Jacob Securities Inc.
Transeastern issued an aggregate of 5,410,194 subscription receipts (the “Subscription Receipts”) at a price of $1.00 per Subscription Receipt (the “Purchase Price”). Each Subscription Receipt is exercisable into one unit of the Trust (a “Trust Unit”) and one Trust Unit purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to acquire one Trust Unit for a period of 36 months from the date of issuance at an exercise price of $1.00 per Trust Unit. The Warrants contain an acceleration provision providing that, if: (i) four months and one day have passed since the closing date, (ii) the Subscription Receipt escrow release conditions have been satisfied, and (iii) the closing price of the Trust Units on the TSX Venture Exchange is higher than $1.50 for 20 consecutive trading days, then on the 20th consecutive trading day (the “Acceleration Trigger Date”) the expiry date of the Warrants will be accelerated to the 10th business day after the Acceleration Trigger Date.
A total of 496,000 Subscription Receipts were issued at the Purchase Price to settle outstanding debts and amounts owing.
In connection with the closing of the Offering, agent and finder fees of $151,402 became payable. In addition, in respect of agent and finder fees, 192,000 Trust Units were issued and 218,942 non-transferable broker warrants (the “Broker Warrants”), containing the same terms as the Warrants, were issued, of which 146,942 are held in escrow and 73,471 are subject to cancellation if the automatic exercise of the Subscription Receipts does not occur. A further 49,460 Broker Warrants are issuable upon automatic exercise of the Subscription Receipts.
All securities issued in connection with the Offering are subject to a statutory restricted resale period expiring on October 10, 2015, in accordance with applicable securities legislation.
The Trust is also pleased to announce that it has entered into binding share purchase agreements for the acquisition of the previously announced two photovoltaic solar power production plants in Romania (the “Power Assets”) from RG Renovatio Group Limited. The gross purchase price for the Power Assets is approximately $9,600,000 (based on prevailing exchange rates) net of assumed bank debt, a portion of which is payable by the issuance of Trust Units at $1.00 per Trust Unit. The Trust, via its subsidiaries, will be assuming certain financing on the Power Assets from UniCredit Leasing Corporation IFN. The purchase agreements contain other standard terms and conditions for the closing of the acquisitions.
As previously announced, the Power Assets are fully operational and have a total capacity of over 16 kWp. The plants have been in production for over two years and have performed consistently over that timeframe.
Mr. J. Colter Eadie, Chief Executive Officer of Transeastern, commented: “We are pleased to have executed the purchase agreements and closed the first tranche of our equity offering. We are looking forward to the closing of the acquisitions and debt financing in the next few weeks.”
For further information please contact:
|Ravi Sood||J. Colter Eadie||Mike Murphy|
|Chairman||Chief Executive Officer||Chief Financial Officer|
|+1 (647) 987-7663||+40 736 372 724||+1 (416) 625-5064|
The Trust, through its direct and indirect subsidiaries in Canada, the Netherlands and Romania, has been formed to acquire interests in renewable energy assets in Romania, other countries in Europe and abroad that can provide stable cash flow to the Trust and a suitable risk-adjusted return on investment. The Trust seeks to provide investors with long-term, stable distributions, while preserving the capital value of its investment portfolio through investment, principally in a range of operational assets, which generate electricity from renewable energy sources, with a particular focus on hydroelectric power. The Trust intends to qualify as a “mutual fund trust” under the Income Tax Act (Canada) (the “Tax Act”). The Trust will not be a “SIFT trust” (as defined in the Tax Act), provided that the Trust complies at all times with its investment restriction which precludes the Trust from holding any “non-portfolio property” (as defined in the Tax Act). All material information about the Trust may be found under Transeastern's issuer profile at www.sedar.com.
Forward-Looking Statements Except for statements of historical fact contained herein, the information in this press release constitutes “forward-looking information” within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as “anticipates”, “plans”, “proposes”, “estimates”, “intends”, “expects”, “believes”, “may” and “will”. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others: risks related to foreign operations (including various political, economic and other risks and uncertainties), the interpretation and implementation of the energy law, expropriation of property rights, political instability and bureaucracy, limited operating history, lack of profitability, high inflation rates, failure to obtain bank financing, fluctuations in currency exchange rates, competition from other businesses, reliance on various factors (including local labour, importation of machinery and other key items and business relationships), risks related to seasonality (including adverse weather conditions, shifting weather patterns, and global warming), a shift in energy trends and demands, a shift in energy generation in the European Union, vulnerability to fluctuations in the world market, the lack of availability of qualified management personnel and stock market volatility. Details of the risk factors relating to Transeastern and its business are discussed under the heading “Risks and Uncertainties” in Transeastern's annual management discussion and analysis dated April 30, 2015, a copy of which is available on Transeastern's SEDAR profile at www.sedar.com. Most of these factors are outside the control of the Trust. Investors are cautioned not to put undue reliance on forward-looking information. These statements speak only as of the date of this press release. Except as otherwise required by applicable securities statutes or regulation, Transeastern expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise. Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.