LONDON, UK: Financial Conduct Authority (FCA) has approved the disposal of Contour Global to Brasil Participações S.A.
Kani Lux Holdings S.à r.l., a majority-owned subsidiary of ContourGlobal, had signed a definitive settlement with Infraestrutura Brasil Holding XVII S.A. (“Pátria Investments”) to promote the entire issued share capital of ContourGlobal.
Brasil Participações S.A., along with its subsidiaries, owns 9 run-of-river hydro-electric producing plants working under long-term contracts with 168MW of gross capability in Brazil, collectively comprising ContourGlobal’s Brazil Hydro-Electric Generation Business.
In 2021, ContourGlobal introduced that it had began the method of monetizing its renewables enterprise in Brazil, along with contemplating additional transactions with respect to different renewable assets, so as to unlock worth for shareholders and shut the hole between its share price and the intrinsic worth of the Company’s assets as valued by the private market.
The Disposal represents a primary step on this direction, creates compelling worth for ContourGlobal shareholders, strengthens ContourGlobal’s balance sheet and enables extra efficient capital allocation. The Disposal is money flow and credit score accretive from a parent firm perspective and a main step within the exit of the one significant non-EUR or USD currency publicity for the Company.
ContourGlobal additional announces that the FCA has granted the Company, upon the publication of this announcement and the Circular, a dispensation from the requirement under the Listing Rules to carry a general assembly for the aim of approving the Disposal as a Class 1 transaction, in accordance with the temporary modifications made to the Listing Rules pursuant to the phrases of the FCA’s Statement of Policy and Technical Supplement entitled “Technical Supplement – modification of general assembly necessities under the Listing Rules”, every published on eight April 2020.
Such dispensation has been granted on the foundation that, in accordance with the FCA’s Statement of Policy, the Company has obtained written undertakings from shareholders holding greater than 50 per cent of the Company’s issued share capital (being the requisite majority required to pass a decision to approve the Disposal as a Class 1 transaction under the Listing Rules) that they approve the Disposal, and would vote in favour of a decision to that impact at a general assembly of the Company, if such assembly were to be held.
ContourGlobal L.P., the Company’s majority shareholder holding, as at 7 April 2022, roughly 71.36 per cent of the Company’s issued share capital (excluding shares held in treasury), has provided a written irrevocable undertaking in these terms.
On the foundation that the dispensation has been granted by the FCA upon publication of this announcement and the Circular, the Company is therefore not continuing with a general assembly with respect to a decision to approve the Disposal.
Accordingly, following the publication of this announcement and the Circular, the Disposal could also be implemented topic to the satisfaction or (where applicable) waiver of the remaining conditions to which the Disposal is subject, particulars of that are contained within the Circular. As beforehand announced, the Disposal is anticipated to full throughout Q2 2022.
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