GLOBAL ECOPOWER : Bond issue for a period of 4 years, subordinated, not constitutive of a public offering of securities of a maximum amount of 4,900,000 euros carried out by the unlisted subsidiary of Global EcoPower, the company Investeole - Guarantee

information fournie par Actusnews •29/09/2014 à 10:00

Aix-en-Provence (France), September 29, 2014. Global EcoPower (FR0011289198 - ALGEP), a turnkey constructor of power plants using renewable energy sources, announces the launch by its subsidiary held up to 99.98%, the company INVESTEOLE, of a bond issue of a maximum amount of 4,900,000 euros.

The company INVESTEOLE, unlisted public company, with capital of € 37,000, registered under number 510 867 047 by the trade register of Aix-en-Provence, having its registered office at 75, rue Denis Papin, 13857 Aix-en-Provence, is dedicated to the holding and financing of wind farms and in particular the wind farm “ Parc Eolien de la Vallée du Don ”.

PURPOSE OF ISSUE
The bond issue is mainly intended to finance the construction of a wind farm « Parc Eolien de la Vallée du Don » with an installed capacity of 10 MW (5 turbines of 2 MW each), in order to operate it and possibly sell it to a third party investor. It will finance on an ancillary basis (approximately 32.6%) the needs arising from the daily operation of this project as well as those destined to allow seizing additional investment opportunities in wind power.

The assets will be legally held by the 100% subsidiary of INVESTEOLE, the company PARC EOLIEN DE LA VALLEE DU DON, a société par actions simplifiée with capital of 5.000 euros, registered under number 537 862 077 by the trade register of Aix-en-Provence, having its registered office at 75, rue Denis Papin, 13857 Aix-en-Provence. The operational management of the plant will be fully entrusted to Global EcoPower.

TERMS OF ISSUE
The decision to launch the bond issue was taken by the Board of Directors of INVESTEOLE on September 24, 2014. The main features of the bond issue are the following:

• The bond loan equals to the issuance of a total of four thousand nine hundred (4,900) bonds with a nominal value of one thousand (1,000) euros each;

• The Bonds will be issued at a subscription price equal to their nominal value of one thousand (1,000) euros;

• Coupon paid as follows:

• The subscription will be open from September 29, 2014 to December 31, 2014 (midnight) and may be closed prematurely without notice or information, if the entire Bond Loan is taken out before this date ;

• The maturity of the bonds is set at December 31, 2018 ;

• The bond will be complementary to bank financing granted to the company PARC EOLIEN DE LA VALLEE DU DON, currently being negotiated, amounting to about 12 million euros over 15 years, secured by several tangible and intangible security rights and backed by the assets and revenues of the power plant;

• The loan will be repaid early in the event that, at March 31, 2015, the overall need for external financing (as that term is defined in the Terms and Conditions governing the issue) would not be met up to at least 80%, without sequestration of the subscription price guaranteeing the redemption;

• Risk factors, including those related to the subordinated nature of the bondholders in relation to the bank lenders, to the absence of sequestration of funds guaranteeing compliance with the early redemption clause or to the part of bond financing not assigned to the plant and therefore not backed by its assets, are described in the Terms and Conditions governing the issue.

INDEPENDENT GUARANTEE ISSUED BY GLOBAL ECOPOWER
Under the conditions provided by the Terms and Conditions applicable to the bond issue, Global EcoPower agrees to pay to the bondholders an amount equal to that due to them by the issuer pursuant to the bond loan, on first written demand from them, stating that the issuer has not fulfilled its contractual obligations towards them.

CONDITIONS OF SUBSCRIPTION
The offering will be made in France only.

The subscription of the Bonds will occur without a public offering of securities pursuant to Article L. 411-2-I-1° of the French Monetary and Financial Code, as specified in Article 211-2-2° of the General Regulations of AMF (offer with a total amount of less than 5 million). Consequently, it will not result in a prospectus approved by AMF.

Pursuant to Article L. 341-10-4° of the French Monetary and Financial Code, the Bonds may not be subject to any operation of canvassing as defined by Article L. 341-1 of the Monetary and Financial Code. The documentation relating to the bond issue can therefore only be communicated on request by the investors.

The Bonds may not be subject to any application for admission to trading on a regulated or organized market.

This press release does not constitute an offer to sell or a solicitation.

About Global EcoPower (GEP)
Global EcoPower (GEP) based in Aix-en-Provence is a "turnkey" constructor of power plants using renewable wind and solar energies. GEP is listed on the NYSE Alternext Paris Market of NYSE Euronext (ISIN code: FR0011289198 - mnémo: ALGEP).

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