Investor Presentation • Dec 1, 2023
Investor Presentation
Open in ViewerOpens in native device viewer
Connecting the Energy Transition
November 2023
THIS PRESENTATION AND ITS CONTENTS ARE STRICTLY CONFIDENTIAL AND ARE FOR DISCUSSION PURPOSES ONLY AND MUST NOT BE RELIED UPON FOR ANY PURPOSE. THIS PRESENTATION IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL OR IN VIOLATION OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION. THIS PRESENTATION IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OR AN INVITATION TO BUY OR SELL SECURITIES. PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES SHOULD INFORM THEMSELVES ABOUT, AND OBSERVE, ANY SUCH RESTRICTIONS.
IMPORTANT: Please read the following before continuing. The following disclaimer applies to this document, any oral or video presentation of the information included in this document and any question-and-answer session that follows such oral or video presentation as prepared or held by Global InterConnection Group Limited (the "Company") or any person on behalf of the Company (collectively, the "Information"). This document has been prepared by the Company for background purposes and is the responsibility of the Company. No reliance may be placed for any purpose on this document or its accuracy, fairness or completeness and, save in the case of fraud, no responsibility or liability is accepted by any person for any loss, cost or damage suffered or incurred as a result of the reliance on such information or opinions. This document has been given in conjunction with an oral or video presentation to investors and should not be taken out of context. This document is not intended to form the basis of any contract.
This document does not constitute or form part of, and should not be construed as any advertisement or marketing material, any offer or invitation to sell or issue, any offer or inducement or invitation or commitment to purchase or subscribe for, or any solicitation of any offer to purchase or subscribe for, any shares in the Company or securities in any other entity in any jurisdiction, and no other party accepts any responsibility whatsoever, makes or gives any representation, warranty or other assurance, express or implied, for the contents of this document, including its accuracy, completeness or verification or for any other statement made or purported to be made in connection with the Company, nor shall this document or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto. In addition, no duty of care or otherwise is owed by any such person to recipients of this document or any other person in relation to this document. Recipients of this document should conduct their own investigation, evaluation and analysis of the business, data and property described in this document. This document is not for publication or distribution, directly or indirectly, in or into the United States. This document does not constitute an offer of securities for sale into the United States. Any securities referred to in this document and herein have not been, and are not intended to be, registered under the US Securities Act of 1933, as amended (the "Securities Act") or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the applicable securities laws of any state or other jurisdiction of the United States. This document is not, and should not be construed as, a prospectus for the purposes of (i) Regulation (EU) 2017/1129 (the "Prospectus Regulation") or (ii) Regulation (EU) 2017/1129 as it forms part of domestic UK law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"), or offering circular, and does not constitute or form part of, and should not be construed as an offer or the solicitation of an offer to subscribe for or purchase shares and/or securities of the Company, and nothing contained therein shall form the basis of or be relied on in connection with any contract or commitment whatsoever, in particular, it must not be used in making any investment decision.
The document and any opinions contained herein are provided as at the date of publication of this document and will be subject to updating, revision, verification and change without notice and such information may change materially. In publishing this document, the Company does not undertake any obligation to provide the recipient with access to any additional information or to update this document, or to correct any inaccuracies in this document, including any data or forward-looking statements. This document does not purport to be full or complete and does not purport to contain the information that would be required to evaluate the Company, its financial position and/or any investment decision. Nothing contained in this document is or should be relied upon as a promise or representation as to the future. This document (and any securities referred to in this document) have not been reviewed or approved by the U.S. Securities and Exchange Commission, any state securities commission, an authorised person within the meaning of the United Kingdom Financial Services and Markets Act 2000, or any other regulatory authority or supervisory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of any securities issued by the Company or any member of the Company's group.
This document contains statistics, data and other information relating to markets, market sizes, market shares, market positions and other industry data pertaining to the Company's business and markets. Such information has been accurately reproduced and, as far as the Company is aware and able to ascertain, no facts have been omitted which would render the reproduced information provided inaccurate or misleading. To the extent available, the industry, market and competitive position data contained in the Information and the related documentation comes from official or third party sources, which may or may not be publicly available. Third party industry publications, studies and surveys generally state that the data contained therein has been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. While the Company reasonably believes that each of these publications, studies and surveys has been prepared by a reputable party, the Company has not independently verified the data contained therein. In addition, certain of the industry, market and competitive position data contained in the Information come from the Company's own internal research and estimates based on the knowledge and experience of the Company's management in the markets in which the Company operates, and the Company's analysis and best estimates which are in turn based upon multiple third party sources. The Company and each member of the Company's group provides no assurance nor represents that the Green Bonds (as defined in this document) constitute green or sustainable investments for the purposes of any legislation or regulations or market or investor guidelines, expectations and practices. While the Company reasonably believes that such research and estimates are reasonable and reliable, they, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change.
This document includes statements, including financial and operational objectives regarding the Company that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "predicts", "assumes", "potential", "annualised", "forecasts", "anticipates", "expects", "intends", "aims", "targets", "seeks", "continues", "could", "can have", "likely", "would", "may", "might", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Past performance of the Company cannot be relied on as a guide to future performance of the Company. Any forward-looking statements reflect the Company's current view and expectations with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial position, liquidity, prospects, growth or strategies, 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 their affiliates) and other data available from third parties. 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 results of operations, financial condition and liquidity of the Company and their affiliates or the industry to differ materially from those results expressed or implied in the Information by such forward-looking statements. No representation is made that any forward-looking statement will come to pass or that any of the Company's financial targets and objectives or forecast result will be achieved. As a result, undue influence should not be placed on any forward-looking statement. Forward-looking statements speak only as of the date they are made. Certain figures contained in this document, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this document may not conform exactly to the total figure given.
Public Warrant Holders can invest £30m to gain present value of c.£70m
Global InterConnection Group is a publicly listed entity with Shares trading under XAMS:CABLE and Warrants trading under XAMS:GIGWT
Other Co-Investors, such as major institutional investors and Kari Stadigh (ex-CEO of Sampo), have already elected to exercise into Shares + Green Bonds
There is no guarantee that the Share Price will trade at £11.65 or any other level
Current GIG Share Price of £6.35 as at 17:35 CET on 28 November 2023
v Memorandum of Understanding signed with a major cable manufacturer for a joint venture, which paves the way the way for Advanced Cables to address the shortage of HVDC subsea cable, where demand far outstrips supply and order books are full for several years to come
v GIG have signed an exclusivity agreement with a market leading UK energy company to negotiate a partnership to deliver the Atlantic SuperConnection project, via a potential substantial investment into GIG and/or its subsidiaries
Discussions with all above parties are ongoing and any material further developments will be announced to the market.
Illustrative breakdown of the GIG Warrant Exercise value proposition for each option
v Cash Exercise – Shares and Bonds (Standard):
| Strategic Partner – Already Invested in GIG |
|||
|---|---|---|---|
| RTE International | v Warrants over 3% of GIG at £11.655 / Share v £2.77m invested as warrant premium at £5.40 / Share |
||
| Primary Issue – Entry Investment into GIG |
|||
| Issuer | Global InterConnection Group |
||
| Warrants - Cash Exercise |
Exercise of up to 4.34m to produce up to £30m of proceeds | ||
| Exercise Price | £7.00 per Warrant | ||
| Proceeds in listed securities | v £11.651,2 in Global InterConnection Group Ordinary Shares (XAMS : CABLE); and v £5.00 worth of Inflation-Linked 2056 Green Bonds |
||
| Market Cap in event of warrant exercise |
Implied equity market capitalisation1,3 of £234m |
||
| Use of proceeds | v Advanced Cables: Advancing development of HVDC manufacturing facilities v ASC Energy: Progressing pre-FID contract works v Interconnector M&A: Due diligence and structuring of acquisition opportunities |
||
| Management new subscription | Board, advisors and management expected to subscribe new money of over £1m | ||
| Listing Venue of the GIG Shares | Euronext Amsterdam |
6
| Listed Inflation-linked 2056 Green Bonds | ||
|---|---|---|
| Instrument | Senior Unsecured Inflation-linked Green Loan Notes due 2056 (the Green Bonds) | |
| Issuer | ASC Energy Limited, guaranteed by Global InterConnection SA |
|
| Sector | Positive Impact Renewable Energy Infrastructure. Listed on TISE | |
| Issuer's Adviser | Pension SuperFund Capital | |
| Currency of Instrument | GBP | |
| Issue of debt on Warrant exercise | Up to £21.5m as a bonus issue | |
| Listing Structure | Guernsey TISE. Public rating assessment will be applied for at pre-FID round |
|
| Index Linked Note Terms | v Maturity: 33 years to 30/9/2056 v Amortising: From 30/09/2031: Straight line at 4% p.a. of principal v Coupon Frequency & Amount: Annual at 3.65% CPI linked. First payment 30/9/2024 v Redemption Amount: Inflation-Linked Redemption at UK CPI v Max Rate Payable (Inflation Cap): 5% on Year-over-Year Basis v Min Rate Payable (Inflation Floor): Zero on Year-over-Year Basis |
|
| Expected LTV | Maximum 65% on full issuance | |
| Security | v Structural seniority v ASC Energy – senior secured on National Grid Connection Agreement |
|
| Pre-emption Rights on Further Issuances of Green Bonds |
v Pre-emption rights on further ILN issuance v Quarterly reporting to Stock Exchange. Monthly management reports |
Key project risk and mitigation factors
| Risks | Mitigants |
|---|---|
| Regulatory and input PPA risk |
v UK Connection Agreement secured with National Grid TSO for end 2028 v Stakeholder engagement in Iceland to secure power supply and develop regulatory framework v Legal analysis by HSF on UK regulatory regime + Ofgem discussions v Business model does not require UK government subsidy v Minimal capital outlay until FID in 2024, when all development milestones achieved |
| Construction risk |
v Seabed survey completed v Pre-construction planning, budgeting and optimisation studies by RTE International v GIG Board and management experience v Key risks to be underwritten via EPC contract v Cable supply delivery timetable de-risked by Advanced Cables factory |
| Operation risk |
v Technical feasibility and optimisation studies by RTE International, Red Penguin, etc v Operations to be outsourced to major interconnector owner-operator (e.g. RTE) v Build-Operate-Transfer contract to be negotiated with Landsnet for Icelandic grid upgrades v GIG Board and management experience v O&M insurance |
| Offtake risk |
v Extensive UK energy market analysis by Afry and RTEi v UK has declining economical sources of renewable, non-intermittent 'baseload and standby' energy v Rising demand for renewable energy PPAs driven by power price volatility and Net Zero commitments v Preliminary engagement with UK offtakers v 70%+ of capacity planned to be sold under long-term PPAs |

| Risks | Mitigants |
|---|---|
| Planning and consents | v Advanced engagement with local authority on key requirements |
| v Expedited planning process confirmed |
|
| v Long leasehold being secured via option agreement |
|
| v Investment Zone derogations |
|
| Construction risk | v World-class JV partner, who has already provided factory plans |
| v Oversight and specification by manufacturing partner with extensive experience in HVDC factory construction |
|
| v Key risks underwritten via EPC contract |
|
| v Expert management and advisers such as AECOM and AFRY |
|
| v 20% budget contingency above up-to-date third-party cost estimates |
|
| Operation and JV risks | v MOU confirms intention to form JV, but completion risks remain |
| v Operated by highly experienced manufacturing partner with existing HVDC facilities v Technology transfer |
|
| v Personnel transfer and training |
|
| v Scope for local authority R&D and workforce training packages, supported by grants |
|
| Sales and competition risk |
v Extensive market analysis confirms long-term demand acceleration and supply shortage |
| v Worldwide proliferation of interconnectors, offshore wind, and grid upgrades in pursuit of Net Zero and energy security |
|
| v Anticipated 3,418km order from Atlantic SuperConnection, unsolicited enquiries and existing JV partner order book, underpins business case |
|
| v Pre-sale engagement with Europe's largest grid operators and interconnector developers facing urgent and long-term HVDC cable shortage |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.