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Commencement of winding up proceedings

31 Mar 2016 18:00

RNS Number : 7974T
Renewable Energy Holdings plc
31 March 2016
 

31 March 2016

 

Renewable Energy Holdings plc

("REH" or the "Company")

 

Commencement of winding up proceedings,

resignation of nominated adviser and

probable cancellation of admission of the Company's ordinary shares to trading on AIM

 

The board of directors of REH (the "Board") announces that, following extensive deliberations, both internally and with the Company's advisers, it has today filed a winding up claim with the High Court of Justice of the Isle of Man (the "Court") in order to commence liquidation proceedings in accordance with the Isle of Man Companies Acts 1931 and the Winding Up Rules of 1934 (the "Liquidation") as the Board has reached the conclusion that there is no prospect of repaying the outstanding debts.

 

Background to the Liquidation

REH has borrowed extensively from UIL Limited (formerly Utilico Investments Limited) ("the Lender") over the previous seven years, in order to fund its operations. The first loan of £2.5 million dates back to July 2009 (the "2009 Loan") and a subsequent facility of £4.25 million was agreed in stages from February 2013 (the "2013 Loan). Together with accrued interest, these loans now amount to approximately £10.0 million and mature on 31st March 2016 (together, the " Loans").

 

The reason for the 2013 Loan was principally to allow REH to progress the planning application for the Mynydd y Gwynt onshore wind farm ("MYG") in mid Wales. The outstanding amounts were to be repaid from the sale of assets and the refinancing of the company once consent had been obtained.

 

In accordance with the terms of the Loans, the Board has formally notified the Lender of its financial position and is now seeking a Court Appointed Liquidator to manage a winding up of the Company. The Board expects the Lender to register its preferential rights and to take control of the Company's remaining assets with the liquidator in due course.

 

Summary of the Company's assets

MYG

Following the UK general election in May 2015 the UK Government changed its policy as regards onshore wind and, on 18 June 2015, the Secretary of State for Energy and Climate Change, Amber Rudd, said: "we are driving forward our commitment to end new onshore wind subsidies… we now have enough subsidised projects in the pipeline to meet our renewable energy commitments".

 

The Secretary of State confirmed this new policy in November 2015 when she refused permission for MYG, despite a recommendation to approve the project by the Independent Planning Examiner. An application for permission to seek a Judicial Review of the Secretary of State's decision was lodged on 24 December 2015 and has subsequently been refused. A renewal application was submitted within the seven day deadline and an Oral Hearing date for permission to apply for judicial review is scheduled for 9 June 2016 in Cardiff.

 

The situation in mid Wales remains very uncertain with no likelihood of a new grid sub-station being constructed within the life of any possible MYG permits, even if the Judicial Review successfully persuaded the Secretary of State to consent the project.

 

Poland

Despite extensive marketing, no buyers for Kobylany project have been identified and, as a result of an inability to pay the second stage of the grid connection fee, the grid connection contract has recently been cancelled by PGE Distribution (the electricity network operator), which further erodes the value of the project and makes identifying potential purchasers less likely.

 

Carnegie

REH's shares in Carnegie Wave Energy Limited ("CWE"), along with the Polish wind farm permits and the preference shares in MYG, have formed part of the loan security held by The Lender. The value, as at close of trading on 31 March 2016, of the Company's holding in Carnegie was approximately £2.2 million.

 

Although it will be for the Court Appointed Liquidator to decide, the Board considers the remaining assets to be currently valued at considerably less than the outstanding £10 million liabilities and as a result it is expected that there will be no net proceeds for REH shareholders and no in specie distribution of CWE shares.

 

Resignation of nominated adviser and cancellation of admission to trading on AIM

 

Having commenced liquidation proceedings which are likely to result in the eventual dissolution of the Company, it is important that the Board does all that it can to protect any remaining stakeholder value. To this end, the Board has consulted with Strand Hanson Limited ("Strand Hanson"), the Company's nominated adviser, and agreed that Strand Hanson will resign with immediate effect, resulting in the automatic cancellation of REH's ordinary shares from trading on the AIM Market of the London Stock Exchange ("AIM") in 30 days, should the Company not appoint a replacement nominated adviser within that time ("Cancellation"). Pending Cancellation, the Company's ordinary shares will remain suspended from trading on AIM.

 

**ENDS**

 

Renewable Energy Holdings plc:

David Weir (Chairman)

Clive Callister (Chief Operating Officer)

+44 (0) 1624 641199

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
MSCLLFERVVILVIR
Date   Source Headline
20th Apr 20167:00 amRNSUpdate re Insolvency
31st Mar 20166:00 pmRNSCommencement of winding up proceedings
24th Dec 20159:52 amRNSAmendment of Loan and Loan Facility
20th Nov 201512:46 pmRNSSuspension of Shares on AIM
20th Nov 201512:45 pmRNSSuspension - Renewable Energy Holdings Plc
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1st Jul 20154:13 pmRNSResult of AGM
8th Jun 20154:00 pmRNSNotice of AGM
8th Jun 20157:00 amRNSFinal Results
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3rd Mar 20153:55 pmRNSHolding in Company
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21st Aug 201410:30 amRNSHolding(s) in Company
20th Aug 20141:45 pmRNSUpdate Regarding Welsh Wind Farm Project
6th Aug 201412:34 pmRNSResult of AGM
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16th Jul 20149:24 amRNSHolding in the Company
15th Jul 201411:52 amRNSHolding(s) in Company
25th Jun 20143:32 pmRNS2013 Results and Notice of AGM
16th Dec 20133:00 pmRNSUtilico Loan Update
25th Nov 20133:20 pmRNSDirector's Dealing
18th Nov 20134:15 pmRNSBoard Change & Update re Circular to Shareholders
30th Oct 201310:49 amRNSResult of AGM
2nd Oct 201311:44 amRNSAmended AGM Notice
30th Sep 20132:13 pmRNSInterim Results
30th Sep 20132:00 pmRNSCorporate Update
3rd Sep 201311:45 amRNSExtension of Convertible Loan Note
27th Aug 20132:12 pmRNSShare Price Movement
19th Aug 201312:45 pmRNSDirector Appointment
28th Jun 20137:00 amRNSAnnual Financial Report
5th Apr 20132:31 pmRNSHolding(s) in Company
26th Mar 20137:00 amRNSBoard Changes
6th Feb 201311:58 amRNSLoan Agreement and Intention to De-List
16th Jan 20139:23 amRNSHolding(s) in Company
15th Jan 201310:24 amRNSHolding(s) in Company
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3rd Dec 201210:37 amRNSRe Carnegie $5.8m Funding Initiative Completed
3rd Oct 20127:00 amRNSRe Carnegie Australian Government Grant
28th Sep 20127:00 amRNSInterim Results
21st Sep 201212:39 pmRNSNext Generation CETO 5 Unit Design Released
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