**NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), JAPAN OR AUSTRALIA**
This announcement is not a prospectus and not an offer of securities for sale to U.S. persons or in any jurisdiction, including in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Japan or Australia.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Any offer to acquire ordinary shares pursuant to the proposed offering (the “Offering”) by Cox ABG Group, S.A. (“Cox” or the “Company”) of its new ordinary shares (the “Initial Offered Shares”) (together with the option granted by the Company to the Managers (as defined below) to subscribe for up to 15% of the Initial Offered Shares, (the “Over-allotment Shares”))(together the Initial Offered Shares, the “Offered Shares”) will be made, and any investor should make their investment decision solely on the basis of the information that is contained in the prospectus (the “Prospectus”) to be published by the Company in due course in connection with the admission to listing and trading of the Company’s ordinary shares (the “Shares”) on the Barcelona, Bilbao, Madrid and Valencia Stock Exchanges (the “Spanish Stock Exchanges”). Copies of the Prospectus will, following publication, be available on both the CNMV’s website (www.cnmv.es) and the Company’s website (https://grupocox.com/).
Cox makes progress towards securing two new water desalination projects of 485,000 m3 of water per day in Chile, and targets first week of November for IPO roadshow
- Cox expects to develop and supply 485,000 m3 of water per day in Chile, and the objective is for a plant with capacity of 85,000 m3 to be ready to build in 2025, by signing an agreement to become a shareholder of Green Atacama
- The Company expects these plants would be supplied with the energy produced by Cox’s Sol de Vallenar photovoltaic plant and battery storage project. This would validate Cox’s “Energy Follows Water” business model, a key pillar of the Company’s strategy
- With this new agreement, the Company expects to reach over 24% of its objective to achieve 2,000,000 m3 of water per day by 2027
- This new milestone would allow Cox to consolidate its leadership position in water desalination in Chile
Madrid, October 28, 2024.- Cox has entered into a binding agreement to become a shareholder of Green Atacama SpA, an entity dedicated to the identification and development of resilient agricultural ecosystems utilising disruptive water resources (such as sea water desalinisation). With Cox’s entry into Green Atacama’s capital, the Company expects to achieve legal rights and technical capacity to produce an aggregate of 485,000 m3 of desalinated water per day in the north of the country in the coming years through the exploitation of Green Atacama’s principal assets.
The first phase comprises the development of a desalination plant with a daily capacity of 85,000 m3 of desalinated water, which will be used to supply mining companies in the region. The objective for this plant is to be ready to build in 2025. The second phase of the plan is projected to consist in the development of an additional desalination plant with a daily capacity of 400,000 m3 of desalinated water, which would be used to supply irrigation to surrounding agricultural lands.
The Company expects these plants would be supplied with the energy produced by Cox’s 308 MWp Sol de Vallenar photovoltaic plant and battery storage project, which is expected to reach Commercial Operation Date in 2026-2027. This project therefore would follow the “Energy Follows Water” model, a key pillar of the Company’s strategy, and a sustainability milestone in terms of desalinated water production.
“We are very pleased with our positioning in the water sector, and with our entry into the capital of Green Atacama. This investment reinforces our leadership in the sector, the commitments made in our business strategy and our position in the country,” said Enrique Riquelme, Executive Chairman of Cox. “Our deep experience and knowledge in the water sector together with our world-class engineering will make a key contribution to meet the water needs in the geographic areas where we operate”.
Additionally, Cox continues discussions with investors to complete an initial public offering of its ordinary shares to qualified investors, and is targeting to start the IPO roadshow in the first week of November.
To add to the previous public information, Cox confirms it has received binding commitments from cornerstone investors (subject to the approval of the prospectus by CNMV and, in certain cases, confirmation from the relevant cornerstone investor that it is satisfied with the contents of the prospectus) for the following amounts:
- AMEA Power: €30 million
- Corporación Cunext: €20 million
- Enrique Riquelme: €15 million
- Alberto Zardoya: between €5 and €10 million, at the discretion of Alberto Zardoya
Additionally, Cox continues to have support from Attijariwafa Bank for up to €5 million, subject to compliance with applicable internal regulations and approval processes, as well as local domestic law.
Cox has over 55 years of experience in water assets and upstream infrastructure management and has been recognized in top industry rankings globally, having received over 20 sector awards from different industry organizations. In addition, the Company is ranked in the top 3 worldwide among the top plant suppliers by awarded desalination capacity in the period 2014-2021, according to Global Water Intelligence (GWI)[1], and is a global reference in the sector due to the continuous development and implementation of water solutions with innovative, competitive and sustainable technologies.
Cox has commissioned over 4 million m3 of water per day and continues ensuring much needed access to water for citizens while contributing to the development of different economic areas against the challenges faced by increasing water scarcity.
Disclaimer
The contents of this announcement have been prepared by and are the sole responsibility of the Company.
The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia). The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy, Offered Shares to any person in the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
The Offered Shares referred to herein may not be offered or sold in the United States (including its territories and possessions, any State of the United States and the District of Columbia) unless registered under the US Securities Act of 1933 (the “Securities Act”) or offered in a transaction exempt from, or not subject to, the registration requirements of the Securities Act. The Offered Shares have not been, and will not be, registered under the Securities Act, or applicable state or foreign securities laws and may not be offered or sold in the United States without registration under federal or applicable state securities laws or an applicable exemption from such registration requirements. Any such securities may only be offered (a) in the United States to ”qualified institutional buyers” as defined in Rule 144A under the Securities Act “QIBs”) or (b) in offshore transactions in compliance with Regulation S under the Securities Act.
The offer and sale of Offered Shares referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia or Japan. Subject to certain exceptions, the Offered Shares referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia or Japan. There will be no public offer of the Offered Shares in the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan or elsewhere.
In member states of the European Economic Area (the “EEA”), this announcement and any offer if made subsequently is directed exclusively at persons who are “qualified investors” within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129) (“Qualified Investors”).
In the United Kingdom this announcement and any offer if made subsequently is directed exclusively at persons who are “qualified investors” within the meaning of the Prospectus Regulation as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”) (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) who fall within Article 49(2)(A) to (D) of the Order, or (iii) to whom it may otherwise lawfully be communicated (all such persons together with Qualified Investors in the EEA being referred to herein as “Relevant Persons”). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
This announcement and its contents must not be acted on or relied upon (i) in the United States, by persons who are not QIBs, (ii) in the United Kingdom, by persons who are not Relevant Persons, or (iii) in any Member State of the EEA, by persons who are not Qualified Investors. The communication of this announcement (i) in the United States, to persons who are not QIBs, (ii) in the United Kingdom, to persons who are not Relevant Persons or (iii) in any Member State of the EEA, to persons who are not Qualified Investors, is unauthorized and may contravene applicable law.
This announcement may include statements that are, or may be deemed to be, “forward-looking statements”, which are based on current expectations, projections and assumptions about future events. Forward-looking statements are statements that are not historical facts and may be identified by words such as “plans”, “targets”, “aims”, “believes”, “expects”, “anticipates”, “intends”, “estimates”, “forecast”, “project”, “plan”, “will”, “may”, “continues”, “should” and similar expressions or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements reflect, at the time made, the Company’s beliefs, intentions and current targets/aims concerning, among other things, the Company’s or the Group’s results of operations, financial condition, liquidity, prospects, growth and strategies. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; liquidity, capital resources and capital expenditures; economic outlook and industry trends; developments of the Company’s or the Group’s markets; the impact of regulatory initiatives; and the strength of the Company’s or any other member of the Group’s competitors. Forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in the Company’s records (and those of other members of the Group) and other data available from third parties, the Group’s investments and its business strategy, regarding, among other matters, relevant industry, regulatory and economic trends and the Group’s ability to successfully develop its business, fund and carry out its growth plan, meet its targets and deliver on its backlog and pipeline. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Forward-looking statements are not guarantees of future performance and such risks, uncertainties, contingencies and other important factors could cause the actual outcomes and the results of operations, financial condition and liquidity of the Company and other members of the Group or the industry to differ materially from those results expressed or implied in this announcement by such forward-looking statements. No representation or warranty is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved. Undue influence should not be given to, and no reliance should be placed on, any forward-looking statement in this announcement. No statement in this announcement is intended to be nor may be construed as a profit forecast. Forward-looking statements speak only as of the date they are made.
Each of Banco Santander, S.A., BofA Securities and Citigroup Global Markets Europe AG are acting as Joint Global Coordinators (together, the “Joint Global Coordinators”), and JB Capital Markets, Sociedad de Valores, S.A.U. and Alantra Capital Markets, S.V., S.A. are acting as Joint Bookrunners (together with the Joint Global Coordinators, the “Joint Bookrunners”). Banco BTG Pactual S.A. is acting as Co-lead Manager (the “Co-Lead Manager” and together with the Joint Global Coordinators and the Joint Bookrunners, the “Managers”), the Company and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.
Any purchase of Offered Shares in the proposed Offering should be made solely on the basis of the information contained in the Prospectus to be issued by the Company in connection with the Offering. The information in this announcement is subject to change.
The Managers are acting exclusively for the Company and no-one else in connection with the Offering.
They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
None of the Managers or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
[1] Source: 1) IDRA Desalination & Reuse Handbook (2023-2024) , GWI.
