Transeastern Power Trust Announces Binding Share Purchase Agreement And Confirms Quarterly Unit Distribution
August 2, 2016
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES
Toronto, Ontario — August 2, 2016 - Transeastern Power Trust ("Transeastern" or the "Trust") (TSXV: TEP.UN) is pleased to announce that it has entered into a binding share purchase agreement to acquire a 100% interest in the previously announced 17.6 MW operational wind project located in Tulcea County, Romania.
The net purchase price of approximately £14,760,000 is payable as to 50% by the issuance of 15,184,918 units of the Trust (the "Units") at a deemed issuance price of $0.70 per unit, as to 10% through the issuance of $2,126,000 principal amount of 7.5% convertible unsecured debentures governed by the debenture indenture of the Trust dated May 28, 2014 (the "Debenture Indenture"), C4,405,246 in the form of a three year interest free vendor take-back note and the remaining balance payable in cash. The acquisition remains subject to the satisfaction of applicable conditions precedent, receipt of certain approvals and execution of final transaction documents.
Mr. J. Colter Eadie, Chief Executive Officer of Transeastern, commented: "We are pleased to have entered into the share purchase agreement to acquire the wind project, being another step towards a significant milestone for Transeastern. We look forward to closing the acquisition and the previously announced debt and equity financings in the next few weeks".
Transeastern has also confirmed its quarterly distribution by way of an in-kind Unit distribution. The distribution will take place on August 15, 2016, in respect of the period from and including April 1, 2016 to August 10, 2016, to unitholders of record on August 10, 2016. The number of Units to be distributed will be the number of Units held by each unitholder multiplied by $0.031644 (being $0.021875 on a quarterly basis) divided by a deemed price of $1.00 per Unit, rounding down to the nearest whole unit.
Transeastern also intends to issue an aggregate of 221,867 Units in satisfaction of a $100,000 anniversary payment to its senior secured lender, 282,500 Units at a deemed price of $0.50 per Unit as payment toward accrued fees to non-executive members of the board of directors of the administrator of the Trust. Transeastern has also approved the redemption of 82,405 restricted trust units ("RTIJs") held by non-executive members of the board of directors of the administrator of the Trust to be settled through the issuance of 82,405 Units. The Unit issuances are subject to the approval of the TSX Venture Exchange.
All Units contemplated to be issued in this press release, other than the Units issued pursuant to the distribution, are subject to a four-month statutory hold period, in accordance with applicable securities legislation.
Transeastern further announces that it has received the consent of debentureholders, by extraordinary resolution, for the extension of the time for payment of interest owing on its 7.5% convertible unsecured subordinated debentures governed by the Debenture Indenture. The time for payment of the June 30, 2016 interest payment has been extended until December 30, 2016.
For further information please contact:
|Ravi Sood||J. Colter Eadie||Michael Murphy|
|+1 (647) 987-7663||+40 736 372 724||+1 (416) 625-5064|
|[email protected]||[email protected]||[email protected]|
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 solar and hydro 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 for the year ended December 31, 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.