TIDMAMTE
RNS Number : 1550H
AMTE Power PLC
25 July 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE UK VERSION OF REGULATION (EU) NO 596/2014 WHICH
FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL)
ACT 2018, AS AMED. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
For immediate release
25 July 2023
AMTE Power Plc
Loan facility to facilitate proposed equity raise
Further to its earlier announcements, most recently on 20 July
2023, AMTE Power Plc (AIM: AMTE) ("AMTE Power" or the "Company"
and, together with its subsidiary undertakings, the "Group"), a
leading developer and manufacturer of lithium-ion and sodium-ion
battery cells for specialist markets, is pleased to announce that
it has agreed a new secured GBP1.0 million loan facility (the
"Facility") with Arena Investors LP ("Arena") in order to provide
sufficient time for the Company and a potential new equity investor
(the "Equity Investor") to complete a proposed initial equity
investment of GBP2.5 million (the "Proposed Subscription")
(together, the "Initial Recapitalisation Plan").
Funds under the Facility will be made available to the Group in
two equal tranches of GBP0.5 million each, the first of which will
be drawn down within two business days. The second tranche will be
available to be drawn down upon mutual written consent between
Arena and the Company. The Facility, which bears no interest but is
fully secured over the assets of the Company, is repayable in full
at 110 percent of the total amount drawndown on the earlier of: (a)
the completion of the Proposed Subscription; or (b) the date
falling three months following entry into the Facility.
In addition to providing this Facility, Arena has agreed to
relinquish the conversion rights attaching to its pre-existing
convertible bond facility (the "CBF"), announced on 17 October
2022, of which GBP4.0 million has been drawn down to date, with
GBP3.75 million outstanding. The Company and Arena are due to
formalise an agreement to repay amounts drawn down under the CBF as
to GBP1.0 million on the first anniversary of the bridge loan
agreement, subject to available funds, with the balance due on the
second anniversary. In consideration for this amendment, the
Company and Arena will enter into documentation granting Arena
warrants to subscribe for 2 percent of the share capital of the
Company as enlarged by the Initial Recapitalisation Plan at a 100
percent premium to the issue price thereunder. The warrants will
become exercisable 12 months following the subscription under the
Initial Recapitalisation Plan with a duration of 24 months from
issue. Additionally, the Company has granted Arena security over
the Company's assets for the full loan.
The Equity Investor has conditionally proposed to subscribe
GBP2.5 million, at an indicative price, subject to due diligence
and certain other conditions, of 1.7 pence per share for
147,058,823 new ordinary shares of 0.5p each in the capital of the
Company, which would result in the Equity Investor holding 80
percent of the issued share capital of the Company, as enlarged by
such subscription. The Proposed Subscription of GBP2.5 million
will, if completed, provide the Company with sufficient financial
resources to the end of September 2023. However the Equity Investor
has indicated that, following its Proposed Subscription and at its
own discretion, it intends to implement a financial solution for
the Group, including providing for future funding requirements. The
Equity Investor would also have the sole discretion to allow the
investment in the Company under the terms of the Initial
Recapitalisation Plan to be extended to other investors. The
Company notes that the terms and quantum of the Initial
Recapitalisation Plan and any funding beyond has yet to be agreed
and remains uncertain at this stage.
At this stage, discussions on the Initial Recapitalisation Plan
remain at an early stage and there can be no certainty that these
discussions will be successfully concluded, nor the terms or timing
thereof. The Initial Recapitalisation Plan would be subject to,
amongst other things: (i) the Equity Investor satisfactorily
concluding its internal procedures and due diligence; (ii) the
Takeover Panel agreeing to waive the obligation under Rule 9 of the
City Code on Takeovers and Mergers to make a mandatory offer for
the entire issued share capital of the Company, subject to the
approval of the independent shareholders; (iii) the Investment
Security Unit of the Department for Business, Energy and Industrial
Strategy approving the Proposed Subscription in accordance with the
terms of the National Security and Investment Act 2021; and (iv)
the Company obtaining the necessary shareholder authorities at a
general meeting of shareholders of the Company to issue the
Subscription Shares.
Further announcements will be made in due course.
Alan Hollis, CEO at AMTE Power, said:
"I am very pleased to announce the bridging loan to be provided
by Arena, which buys AMTE Power the time and financial resources to
allow the Equity Investor to complete its due diligence and
internal procedures ahead of some much needed further investment in
the business."
The person responsible for arranging the release of this
announcement on behalf of the Company is Anita Breslin, Chief
Financial Officer of the Company.
Enquiries
AMTE Power plc +44 (0)1847 867 200
Alan Hollis (Chief Executive Officer)
Anita Breslin (Chief Financial Officer)
WH Ireland (NOMAD and Joint Broker) +44 (0)207 220 1666
Chris Fielding / James Bavister (Corporate
Finance)
Fraser Marshall (Corporate Broking)
Panmure Gordon (UK) Limited (Joint
Broker) +44 (0)207 886 2500
John Prior / James Sinclair-Ford (Corporate
Finance)
Hugh Rich (Corporate Broking)
+44 (0)203 757 4992
Camarco (Financial PR) / 4981
Ginny Pulbrook / Rosie Driscoll
About AMTE Power
AMTE Power was founded in 2013 and is a leading UK developer and
manufacturer of lithium-ion and sodium-ion battery cells for
specialist markets. In March 2021, the Company was admitted to
trading on the AIM market of the London Stock Exchange. The Company
is focused on launching a series of next generation battery cells
based on new chemistries and cell structures that are designed to
solve key problems in power delivery, energy performance, and
safety. These new products are targeted at a range of specialist
markets including the electric vehicle industry and energy storage
sector.
AMTE Power's purpose-built cell manufacturing facility in
Thurso, Scotland has the second largest cell manufacturing capacity
in the UK and the Company also has a product development team based
in Oxford. AMTE's proposed gigafactory in Dundee, Scotland is
expected to be capable of producing over 8 million battery cells
per annum enabling the Company to rapidly scale up cell
production.
For further information visit the Company's website:
www.amtepower.com
Important notices
This announcement is for information purposes only and does not
constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any
securities in any jurisdiction and should not be relied upon in
connection with any decision to subscribe for or acquire ordinary
shares in the capital of the Company. In particular, this
announcement does not constitute or form part of any offer to issue
or sell, or the solicitation of an offer to acquire, purchase or
subscribe for, any securities in the United States.
This announcement has been issued by, and is the sole
responsibility of, the Company. No person has been authorised to
give any information or to make any representations other than
those contained in this announcement and, if given or made, such
information or representations must not be relied on as having been
authorised by the Company.
No statement in this announcement is intended to be a profit
forecast or profit estimate and no statement in this announcement
should be interpreted to mean that earnings per share of the
Company for the current or future financial years would necessarily
match or exceed the historical published earnings per share of the
Company.
This announcement may include statements that are, or may be
deemed to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates", "plans",
"projects", "anticipates", "expects", "intends", "may", "will",
"would" or "should" or, in each case, their negative or other
variations or comparable terminology. These forward-looking
statements include matters that are not historical facts. They
appear in a number of places throughout this announcement and
include statements regarding the directors of the current Company's
intentions, beliefs or expectations concerning, among other things,
the Company's results of operations, financial condition,
liquidity, prospects, growth, strategies, and the Company's
markets. By their nature, forward-looking statements involve risk
and uncertainty because they relate to future events and
circumstances. Actual results and developments could differ
materially from those expressed or implied by the forward-looking
statements. Forward-looking statements may and often do differ
materially from actual results. Any forward-looking statements in
this announcement are based on certain factors and assumptions,
including the directors of the Company's current view 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 operations, results of operations, growth strategy and
liquidity. Whilst the directors of the Company consider these
assumptions to be reasonable
based upon information currently available, they may prove to be
incorrect. Save as required by applicable law, the AIM Rules or the
Disclosure Guidance and Transparency Rules of the Financial Conduct
Authority, the Company undertakes no obligation to release publicly
the results of any revisions to any forward-looking statements in
this announcement that may occur due to any change in the directors
of the Company's expectations or to reflect events or circumstances
after the date of this announcement.
Neither the content of the Company's website nor any website
accessible by hyperlinks to the Company's website is incorporated
in, or forms part of, this announcement.
Certain figures contained in this announcement, including
financial information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
with the total figure given.
All references to time in this announcement are to London time,
unless otherwise stated.
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END
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