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Acquisition of Marine Current Turbines Limited from Siemens

ATLANTIS RESOURCES LIMITED

(“Atlantis” or the “Company”)

Atlantis, a global leader in the tidal power sector, is pleased to announce that it has reached agreement to acquire the entire issued share capital of the Bristol based tidal business, Marine Current Turbines Limited, (“MCT”) from Siemens AG (“Siemens”) in an all share deal.  The acquisition is conditional upon certain conditions precedent being satisfied.

 

Highlights

  • Acquisition of world class, iconic British tidal turbine business including extensive seabed rights, existing projects, staff and intellectual property
  • Consolidates two world leading tidal technologies – MCT and Atlantis – under the Atlantis turbine business and further establishes Atlantis as a global leader in tidal current power
  • Creates one of the largest portfolios of tidal current power projects in the United Kingdom under the Atlantis power generation business
  • Siemens will receive 9.99% of the Company’s enlarged issued share capital as sole consideration for the sale
  • Other benefits of the acquisition include:
    • portfolio of six projects expanding the Company’s footprint into Wales, Northern Ireland and Southern England
    • additional potential project development capacity of 200MW augmenting existing capacity to nearly 600 MW of project pipeline creating one of the largest tidal project portfolios in the United Kingdom
    • increased project development portfolio in Scotland
    • acquisition of MCT 1.2MW surface piercing tidal SeaGen system (“SeaGen S”), the world’s first utility scale electricity generating tidal stream project with the longest track record of generation having now been operating for over 5 years in Northern Ireland generating approximately 10 gigawatt hours of electricity and selling that electricity into the grid
    • acquisition will include MCT’s extensive tidal turbine intellectual property portfolio and the designs for MCT’s turbines, including its next generation 1 MW fully submerged SeaGen turbine (“SeaGen U”) and its 1MW SeaGen system designed for floating deployment applications (“SeaGen F”)
    • considerable investment into R&D over more than 15 years along with transitioned experienced staff and turbine hardware and testing equipment offer further value to wider Atlantis business
    • potential for some non-core project disposals and utilisation of R&D and CAPEX grant income for acquired tidal projects to enhance Group balance sheet; and
    • the establishment of dedicated turbine assembly facility to be located at Global Energy’s Nigg Energy Park in Ross-Shire, Scotland

Ongoing working capital of MCT to be financed by a loan package provided by leading Scottish energy services contractor Global Energy Group.  Interest on the loan will accrue at the rate of 4.5% per annum and be rolled up and repayable in May 2018 at the same time as the principal amount.

 

Tim Cornelius, CEO of Atlantis, commented:

“We are delighted to be acquiring this leading British tidal power company from Siemens which firmly positions Atlantis as a leader in UK tidal power and globally.  Marine Current Turbines has developed a world leading tidal turbine, a world class engineering team, unrivalled expertise in long-term turbine operations and testing through its SeaGen installation at Strangford Lough and an impressive portfolio of projects under development across the UK.

“We welcome Siemens as an Atlantis shareholder. This deal sees two industry leaders, MCT and Atlantis, combining to underpin the UK’s position as one of Europe’s tidal power leaders.”

 

Achim Woerner, CEO Hydro & Ocean Power at Siemens Wind Power and Renewables Division, commented:

“We are pleased that Atlantis, one of the strongest players in the comparatively new segment of tidal stream, has acquired Marine Current Turbines.  This will enable the areas of competence of Marine Current Turbines, in particular its engineering capabilities, to be retained. Siemens will continue to cooperate with respect to component supply with MCT / Atlantis in the future.”

 

Gordon Ronaldson, Executive Vice President of Global Energy Group’s Process & Equipment business, commented:

“We are delighted to have played a role in assisting in the consolidation of the tidal power market in the United Kingdom.  There is a real opportunity through this acquisition to establish Scotland as the centre of excellence for the sector, in terms of IP ownership, project development and manufacturing.  This is an important and exciting milestone in establishing Nigg as Scotland’s main construction and logistics base for offshore renewables.  We look forward to welcoming the enlarged Atlantis group to Nigg Energy Park and to supporting their various projects in Scotland and throughout the UK.”

 

For further information please contact:

Atlantis   Resources Limited

via FTI   Consulting

Tim Cornelius, Chief Executive Officer

 

Duncan Black, Chief Financial Officer

 

 

 

Peel Hunt LLP   (Nominated Adviser and Broker)

+44 (0) 20   7418 8900

Daniel Harris / Jock Maxwell MacDonald

 

 

 

FTI Consulting

+44 (0) 20 3727 1898

Ben Brewerton / Alex Beagley / Stephanie Blott   / James Styles

 

 

MCT was founded in 2000 and has successfully carried out significant research and development on tidal power turbines, including the installation and operation of the first marine renewable energy project to be accredited by OFGEM as a commercial power station.

MCT has an established track record in the design, assembly and operation of tidal turbines, with industry leading technology, turbine designs and engineers.  MCT’s 1.2 MW SeaGen (“SeaGen S”) system was installed in 2008 in Strangford Lough in Northern Ireland and was the first marine renewable energy project to be accredited by OFGEM as a commercial power station.  The Strangford Lough system has since produced approximately 10 gigawatt hours of clean, tidally-generated electricity over a period of 5 years. The system continues to provide MCT with valuable tidal turbine operations and maintenance experience.  This system remains operational and is included in the sale.

Atlantis will acquire MCT’s extensive tidal turbine intellectual property portfolio and the designs for MCT’s turbines, including its next generation 1 MW fully submerged SeaGen turbine (“SeaGen U”) and its 1MW SeaGen system designed for floating deployment applications (“SeaGen F”).  The SeaGen 1MW systems will complement Atlantis’ AR1500 1.5 MW turbine through offering a lighter weight, lower cost turbine suited for project sites with slower flows or where floating turbine structures are required, such as at deep water locations.  MCT’s industry leading drivetrain, turbine blade and operations and maintenance expertise is highly complementary to Atlantis’ leading offshore operations, connections and foundation experience.

The SeaGen system will open up new project development locations and opportunities for Atlantis, widening the total potential addressable market. It is possible that floating SeaGen systems could be deployed on sites where AR1500 turbines will be deployed to increase total installed capacity on a project location.

Siemens will continue to supply MCT with standard components for its tidal power turbines and projects. Alongside the acquisition, Siemens and Atlantis have agreed to explore respective opportunities for the future.

For Atlantis’ power generation projects business, the MCT project portfolio provides a strong pipeline for growth, with a combination of projects at an advanced stage of development as well early stage development projects.  MCT has been awarded six tidal lease agreements for tidal sites throughout the UK, with a total potential capacity of nearly 200 MW. The MCT portfolio includes some projects already awarded project development funding which Atlantis will seek to utilise.  The MCT portfolio will expand Atlantis’s project footprint into Wales, Northern Ireland and England.

The MCT projects will increase the Atlantis tidal power project development portfolio to almost 600 MW of potential installed capacity in the UK alone, providing a strong platform for growth and an important step in the Company’s strategy of building a worldwide portfolio of development sites and a world leader in tidal stream generation.  Post-acquisition, Atlantis will further assess the MCT portfolio to prioritise the projects to pursue in the near term, and those that it will defer the development of or potentially divest.

Atlantis is acquiring MCT on a debt free basis.  For the year ending 30 September 2014, MCT made a post-tax loss of £7,293,000, which was largely due to £6,828,000 of expensed research and development and associated costs.  As the technology enters its commercialisation phase, research and development expenditure is expected to reduce markedly.

As consideration for the sale of MCT, Siemens will be issued with new ordinary shares in Atlantis on completion which will provide Siemens with a 9.99% shareholding in the Company. Siemens will not be entitled to sell the shares (save in certain circumstances) until 30 April 2016.  

 

Strategic Partnership with Global Energy Group

The Global Energy Group (“GEG”) is an existing supplier to the MeyGen project, and GEG’s expertise and world class facilities make it a natural supply chain partner.

Atlantis will enter into a lease with GEG for a facility at GEG’s Nigg Energy Park in Scotland.  Atlantis will use this facility for turbine assembly and testing, and will relocate activities and equipment from MCT’s existing Bristol turbine integration facility as well as Atlantis’ UK turbine assembly and testing programmes in support of the MeyGen project. The recently completed quay side extension at Nigg Energy Park will allow Atlantis to conduct foundation and turbine fabrication, assembly and testing as well as vessel operations supporting MeyGen and other future projects in the enlarged Atlantis portfolio.