SPNEC and Prime Infra have signed a memorandum of understanding regarding a Solar power joint venture project for Terra Solar. Sale of common shares in Solar Tanauan by SP to Prime for Php 1 billion upon execution of the agreements, which would result in Prime owning 100% of Solar Tanauan (with the proceeds of this sale going to SPNEC after the share swap.

Below is the PSE Edge disclosure.

In connection with the share swap between SPNEC and its parent, Solar Philippines Power Project Holdings, Inc. (SP), please be informed that the Board of Directors of SPNEC, at its meeting on February 9 2023, approved SP entering into Memoranda of Agreement (MOA’s) with Prime Infrastructure, Inc. (Prime) on the way forward for their joint ventures (JV) in Terra Solar Philippines, Inc. (TSPI), Solar Tanauan Corporation (Solar Tanauan), and Solar Philippines Tarlac Corporation (Solar Tarlac), considering that SP’s shares in these JV’s are part of SPNEC’s share swap. These MOA’s include the following:

– Amendments to the Shareholders’ Agreement of TSPI between SP and Prime to streamline the decision-making process and reach agreements efficiently and commercially via deadlock resolution mechanisms. On this basis, the parties agreed to continue their JV in TSPI. TSPI has signed a 850 MWac Mid-Merit Power Supply Agreement (PSA) with Meralco with a scheduled delivery date by the first quarter of 2026, and plans to break ground within 2023.

– Sale of common shares in Solar Tanauan by SP to Prime for Php 1 billion upon execution of the agreements, which would result in Prime owning 100% of Solar Tanauan (with the proceeds of this sale going to SPNEC after the share swap, subject to regulatory approval). Solar Tanauan has a PSA with Meralco for 50 MWac, has secured over 140 hectares of land, and is currently under construction.

– Redemption or purchase of preferred shares in Solar Tarlac of Prime by Solar Tarlac or SP for Php 1.5 billion plus accrued dividends by or before March 31 2024, which, with additional equity, would result in SP (or SPNEC after the share swap) owning 100% of Solar Tarlac. Solar Tarlac has a PSA with Meralco for 85 MWac, has secured over 140 hectares of land, and currently has 100 MW operating and 50 MW under construction.

Terms of the MOA’s will apply to SPNEC upon the completion of its share swap with SP.

With these agreements, SP and Prime have agreed to focus the efforts of their JV on TSPI, in recognition of the value in working together for the success of the Terra Solar project.

Source: https://edge.pse.com.ph/openDiscViewer.do?edge_no=63a32c5a4bd75e0d9e4dc6f6c9b65995

Stock price of SPNEC is currently on a momentum with 1.61 pesos per share, up by 12% since the price broke out from the SRO price of 1.50 pesos per share.

SPNEC stock Price

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The upcoming Renewable Energy company Alternergy initial public offering listing have been approved by Philippine stock exchange. The company can raise up to ₱1.62 Billion.

Alternergy is a Philippine pioneer in renewable energy. With a proven track record of developing, building, and operating groundbreaking renewable power projects in the country. It strive to create a more sustainable future for the next generation. Alternergy takes a Quadruple Bottom Line approach that prioritizes profitability, carbon reduction, host community benefits, and employee fulfillment.

It currently has 67.24 megawatts (MW) of operating assets in wind and solar, with potential installed capacity of up to 1,368 MW of renewable energy.

The company plans to offer up to 1,150,000,000 Firm Shares to be issued by the  Company and with an offer of up to 115,000,000 Option Shares  pursuant to the Over-allotment option.

Up to 1,150,000,000 Primary Shares to be offered and to be issued by the Company.

The maximum offer price is Php1.48 pesos per share.

Below is the PSE Edge Disclosure for Alternergy.

Up to 1,150,000,000 Primary Shares to be offered and to be issued by the Company. 345,000,000 shares are being offered to trading participants.

Out of the Trading Participants and Retail Offer Shares, up to 230,000,000 Firm Shares (or 20% of the Firm Shares) (the “Trading Participants Offer Shares”) are being allocated to all of the PSE Trading Participants and up to 115,000,000 Firm Shares (or 10% of the Firm Shares) (the “Retail Offer Shares”) are being allocated to local small investors (“LSIs”).

Each PSE Trading Participant shall initially be allocated 1,869,000 Firm Shares, subject to reallocation as may be determined by the Joint Issue Managers. Based on the initial allocation for each PSE Trading Participant, there will be a total of residual Firm Shares to be allocated as may be determined by the Joint Issue Managers. Each LSI applicant may subscribe up to a maximum of [67,000] Firm shares or up to ₱[99,160] at the Offer Price

Out of the Trading Participants and Retail Offer Shares, up to 230,000,000 Firm Shares (or 20% of the Firm Shares) (the “Trading Participants Offer Shares”) are being allocated to all of the PSE Trading Participants and up to 115,000,000 Firm Shares (or 10% of the Firm Shares) (the “Retail Offer Shares”) are being allocated to local small investors (“LSIs”).

Each PSE Trading Participant shall initially be allocated 1,869,000 Firm Shares, subject to reallocation as may be determined by the Joint Issue Managers. Based on the initial allocation for each PSE Trading Participant, there will be a total of residual Firm Shares to be allocated as may be determined by the Joint Issue Managers. Each LSI applicant may subscribe up to a maximum of [67,000] Firm Shares or up to ₱[99,160] at the Offer Price

The gross proceeds from the Offer will amount to up to ₱1,702,000,000. The net proceeds from the Offer, after deducting the estimated related expenses to the Offer, will amount to ₱1,621,652,481 and will accrue to the Company.

The proceeds shall be allocated to finance (i.) the development and construction of the projects under development, namely Solana Solar project, and Lamut Hydro project; (ii.) payment of accrued liabilities on the acquired Kirahon Solar Energy Corp. (“KSEC”) shares; (iii.) pre-development expenses of pipeline projects, namely Ibulao Hydro project, Tanay Wind project, Alabat Wind project, Calavite Offshore Wind project and Tablas Strait Offshore Wind Project; (iv.) general corporate requirements, and (v.) working capital to operationalize Retail Electricity Supply (“RES”).

Each application must be for a minimum of [10,000] Offer Shares or ₱[14,800], and thereafter, in multiples of 1,000 Offer Shares. Applications for multiples of any other number of Shares may be rejected or adjusted to conform to the required multiple, at the Company’s discretion.

Source: https://edge.pse.com.ph/openDiscViewer.do?edge_no=45c647b590ef65f29e4dc6f6c9b65995

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