Company Announcements

LEI: 213800RFHAOF372UU580

THE INFORMATION IN THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN TO PROFESSIONAL INVESTORS IN THE REPUBLIC OF IRELAND AND THE NETHERLANDS), ANY OF THEIR RESPECTIVE TERRITORIES OR POSSESSIONS, OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR TO U.S. PERSONS. THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT HAS BEEN PREPARED FOR INFORMATION PURPOSES ONLY. IT IS ISSUED BY AND IS THE SOLE RESPONSIBILITY OF THE COMPANY. IT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY INVESTMENT IN ANY JURISDICTION.

The information communicated in this Announcement is deemed to constitute inside information as stipulated under the UK version of the Market Abuse Regulations (EU) No. 596/2014 as it forms part of the law of England and Wales by virtue of the European Union (Withdrawal) Act 2018, as amended ("EUWA"), as further amended by UK legislation from time to time. Upon the publication of this Announcement, this information is considered to be in the public domain.

Unless otherwise defined, capitalised words and phrases in this Announcement shall have the meaning given to them in the Prospectus dated 9 June 2022.

29 June 2022

VH Global Sustainable Energy Opportunities plc

("GSEO" or the "Company")

Result of Placing, Open Offer, Offer for Subscription and Intermediaries Offer

Further to its announcement on 9 June 2022, the Board of GSEO is pleased to announce that the Company has successfully completed its Placing, Open Offer, Offer for Subscription and Intermediaries Offer (together, the "Initial Issue"), raising gross proceeds of £122 million.

The proceeds raised will be used to invest in a number of potential Sustainable Energy Infrastructure Investments that Victory Hill Capital Advisors LLP (the "Investment Adviser") has (i) secured for the Company the exclusive right to negotiate with the owner to acquire, (ii) issued non-binding offers for the Company to acquire, and/or (iii) is at an advanced stage of negotiation with the respective developers and/or other Sustainable Energy infrastructure investments which may become available to the Company.

The Investment Advisor is confident that the Company would be able to invest or commit substantially all of the net proceeds from the Initial Issue within three to six months following Admission.

Bernard Bulkin OBE, Chair of GSEO, said:

"Since IPO in February 2021 we have successfully committed or deployed c.£290m across an attractive portfolio of 24 assets diversified by both technology and geography. This further capital commitment of £122m, from both new and existing shareholders, will support our future growth ambitions and takes our total capital raised to over £455m in less than 18 months.  This is a great achievement in challenging market conditions and I would like to thank our existing investors for their continuing support and welcome those new investors to our shareholder register. Their investment provides a strong endorsement of our strategy and ability to deploy capital into appropriate projects quickly and effectively.

"The Company is well capitalised, and with its inflation linked revenue streams, is well positioned to navigate the current market volatility, deliver returns to shareholders and continue making a positive impact on the global energy transition."

NOTIFICATION OF TRANSACTION BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES (PDMRS) AND PERSONS CLOSELY ASSOCIATED (PCAS)

The Board announces that the following Directors have participated in the Initial Issue and will acquire the following shares:

·      Bernard Bulkin OBE, Chair of the Company, 18,181 New Ordinary Shares; 

·      Margaret Stephens, Director of the Company, 18,181 New Ordinary Shares;

·      Richard Horlick, Director of the Company, 100,000 New Ordinary Shares; and

·      Louise Kingham CBE, Director of the Company, 10,000 New Ordinary Shares;

APPLICATION FOR LISTING AND ADMISSION TO TRADING

Applications will be made for the 110,909,091 New Shares to be admitted to the premium segment of the Official List and to trading on the Main Market of the London Stock Exchange ("Admission"). Admission is expected to become effective, and dealings in the New Shares are expected to commence, at 8.00 a.m. on 1 July 2022.

The issue of the New Shares is conditional on Admission becoming effective by not later than this time or such later date as may be provided for in the Issue Agreement and on the Issue Agreement becoming otherwise unconditional in all respects, and not being terminated in accordance with its terms, before Admission becomes effective.

A total of 110,909,091 New Shares will be issued at a price of 110 pence per Share, of which 70,388,725 Shares will be issued pursuant to the Open Offer, 2,307,719 Shares will be issued pursuant to the Excess Application Facility, 10,865,507 Shares will be issued pursuant to the Offer for Subscription, 1,867,895 Shares will be issued pursuant to the Intermediaries Offer and 25,479,245 Shares will be issued under the Placing.

Following this issue, the Company's issued share capital will comprise 422,498,890 ordinary shares. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

EXPECTED TIMETABLE

* Underlying Applicants who apply to Intermediaries for New Ordinary Shares under the Intermediaries Offer will not receive share certificates.

FOR FURTHER INFORMATION, PLEASE CONTACT

Edelman Smithfield (PR Adviser)

Ged Brumby                 +44 (0)7540 412 301

Kanayo Agwunobi       +44 (0)758 101 0560

Victory Hill Capital Advisors LLP (Investment Adviser)

Navin Chauhan

info@victory-hill.com

Numis Securities Limited (Sole Sponsor, Joint Corporate Broker, Joint Financial Adviser & Joint Bookrunner)

David Benda                 +44 (0)20 7260 1000

Matt Goss

George Shiel

Alvarium Securities Limited (Joint Corporate Broker, Joint Financial Adviser, Joint Bookrunner & Intermediaries Offer Adviser)

Mark Thompson           +44 (0)20 7016 6711

Eddie Nissen                 +44 (0)20 7016 6713

Oliver Kenyon               +44 (0)20 7016 6704  

G10 Capital Limited (AIFM)

Mohammed Rahman    +44 (0)20 7397 5450

Paul Cowland

Apex Fund and Corporate Services (UK) Limited (Company Secretary)

Andrew Humphries                  +44 (0)7435 828 755