Thomaslloyd Regulatory News (TLEP)

LEI: 254900V23329JCBR9G82

19 MAY 2022

ThomasLloyd Energy Impact Trust PLC

(the "Company")

Update on SolarArise Acquisition

ThomasLloyd Energy Impact Trust plc, the renewable energy investment trust providing direct access to sustainable energy infrastructure in fast growing and emerging economies in Asia, is pleased to announce amendments to the SolarArise India Projects Private Limited ("SolarArise") sale and purchase agreement. 

The Company's acquisition of a 43% interest in SolarArise remains subject to final completion procedures and the Board expects the acquisition to complete in the coming weeks. As the SolarArise sale and purchase agreement included a long-stop date of 19 May 2022 for completion to occur, the Company and other parties to the agreement have agreed to extend the long-stop date to 19 August 2022. 

As the Company's shares are currently trading in excess of the issue price at IPO, being US$1.00, the parties to the SolarArise sale and purchase agreement have also agreed that the price at which the consideration shares will be issued will be the higher of: (i) US$1.00 and (ii) the average closing market price of the Company's shares on the 10 dealing days preceding the date of allotment of the shares (adjusted for any dividends announced by the Company which have an ex-dividend date prior to completion).

The parties to the SolarArise sale and purchase agreement have also agreed that, for the purpose of calculating the number of consideration shares to be issued, the fair value of the 43% interest in SolarArise will be based on an external independent valuation as at 31 March 2022, which is not expected to be materially different to (and will likely be slightly lower than) the original fair value of US$34.6 million as set out in the Company's prospectus dated 19 November 2021.

Under the original agreement, the Company would have issued 34.6 million new shares in consideration for the SolarArise acquisition with an aggregate value, at the IPO price, of US$34.6 million. By way of illustration, under the amended agreement, if the fair value of the 43% interest in SolarArise as at 31 March 2022 was US$34.6 million and based on the average closing market price of the Company's shares for the 10 dealing days ending on 17 May 2022, the Company would issue approximately 28.0 million new shares with an aggregate market value of approximately US$34.5 million.

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About ThomasLloyd Energy Impact Trust Plc

ThomasLloyd Energy Impact Trust plc (TLEI) listed on the premium segment of the main market of the London Stock Exchange in December 2021 and was awarded the Green Economy Mark upon admission.

In 2021, ThomasLloyd Group participated in the Mobilising Institutional Capital Through Listed Product Structures (MOBILIST) competition, which engaged financial institutions in a search for the best sustainable infrastructure proposal that can list either on the London Stock Exchange or local exchanges. ThomasLloyd Group was the first fund manager to complete this process successfully and received US$32.3 million in investment from the UK government into TLEI.

The Company has a triple return investment objective which consists of:

· providing shareholders with attractive dividend growth and prospects for long-term capital appreciation (the financial return);

· protecting natural resources and the environment (the environmental return); and

· delivering economic and social progress, helping build resilient communities and supporting purposeful activity (the social return).

The Company seeks to achieve its investment objective by investing directly in a diversified portfolio of sustainable energy infrastructure assets in the fast-growing and emerging economies in Asia. The assets will be unlisted sustainable energy infrastructure assets in the areas of renewable energy power generation, transmission infrastructure, energy storage and sustainable fuel production, including utilising different technologies to reduce revenue variability.

The Company aims to generate additional value for its investors through focusing its investments on construction-ready or in-construction projects. The Company only invests in such pre-operational assets where: (i) an offtake agreement has been entered into; (ii) the land on which the project is situated is identified or contractually secured where appropriate; and (iii) all relevant permits have been granted.

Offtake agreements will typically benefit from long-term fixed-price power purchase agreements, capacity contracts or other similar revenue contracts with creditworthy (primarily investment grade) private and public sector buyers.

As is the case for all ThomasLloyd funds, the Company is expected to qualify as an Article 9 fund under the EU Sustainable Finance Disclosure Regulation (SFDR). Further information on the Company can be found on its website at http://www.tlenergyimpact.com

About the Investment Manager

The Company's investment manager is a wholly-owned subsidiary of ThomasLloyd Group ("ThomasLloyd" or the "ThomasLloyd Group"). Founded in 2003, the ThomasLloyd Group is a leading impact investor and provider of climate financing. ThomasLloyd is a pure play impact investor and aims to apply a robust, socially and environmentally responsible investment approach that is geared towards reducing carbon emissions and improving economic prospects, while reducing investment risk through diversification across countries, sectors and technologies

Over the last decade, ThomasLloyd has deployed over US$1 billion across 16 projects in renewable energy power generation, transmission and sustainable fuel production with a total capacity in excess of 700 MW.

Since 2013, the firm has been measuring and reporting on the impact of its investments, creating an empirical database showing the positive impact of their investments in sustainable energy infrastructure in high growth and emerging markets in Asia.