TIDMAMTE
RNS Number : 7882L
AMTE Power PLC
08 September 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA OR
JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION
OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES
AT THE OF THIS ANNOUNCEMENT.
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
8 September 2023
AMTE Power Plc
Placing to raise GBP2.1 million and proposed retail offer to
raise up to GBP0.25 million
Introduction
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
conditionally placed 124,476,380 new ordinary shares of 0.5 pence
each ("Ordinary Shares") in the capital of the Company (the
"Placing Shares") at a price of 1.7 pence per Placing Share (the
"Issue Price") to raise approximately GBP2.1 million (before
expenses) (the "Placing").
Furthermore, to enable existing shareholders of the Company
("Shareholders") to participate in the equity fundraising, the
Company is proposing to raise up to a further GBP0.25 million
(before expenses) by way of a retail offer to be made to existing
Shareholders of up to 14,705,880 new Ordinary Shares (the "Retail
Shares") at the Issue Price via the Bookbuild Platform
("BookBuild") (the "Retail Offer"). The Retail Offer will be
launched following Conditional Admission (as defined below)
becoming effective. A separate announcement will be made in due
course regarding the Retail Offer and its terms. For the avoidance
of doubt, the Retail Offer is not part of the Placing.
WH Ireland Limited ("WHI") is acting as nominated adviser, joint
bookrunner and joint broker in connection with the Placing. SI
Capital Limited ("SI Capital" and together with WHI, the "Joint
Bookrunners") is acting as joint bookrunner and joint broker in
connection with the Placing.
The Initial Recapitalisation Plan
Further to the announcement of the Initial Recapitalisation Plan
on 25 July 2023 (the "Previous Announcement"), the net proceeds of
the Placing will be used to provide further time for the Company
and the potential new equity investor (the "Potential Equity
Investor", referred to as the Equity Investor in the Previous
Announcement) to complete the proposed initial equity investment of
GBP2.5 million (the "Proposed Subscription").
During the course of its due diligence, the Potential Equity
Investor has advised that it can, where suitable, introduce
companies in which it has an equity interest to AMTE Power with the
view to generating offtake agreements for sodium-ion battery cells.
It would also provide similar introductions to other companies with
which it has strategic relationships, where battery technology is
currently being deployed at large scale in various industries, for
example in renewable energy.
Given the potential for revenue growth that, in the Directors'
view, can be realised through these arrangements, AMTE Power
intends to issue the Potential Equity Investor with compensatory
warrants in recognition of the value of such offtake agreements. If
required, shareholder approval for the issue of any such warrants
will be sought in due course.
The board of directors of the Company has been informed by the
Potential Equity Investor that its due diligence is progressing;
that significant strategic work has been undertaken; that further
confirmatory and technical due diligence is its current focus; and
that this work is now anticipated to complete by the end of October
2023.
Arena Loan
The Company has, to date, drawn GBP0.5 million under the loan
facility announced in the Previous Announcement (the "Arena Loan")
with the remaining balance of GBP0.5 million available for drawdown
upon agreement between Arena Investors LP ("Arena") and AMTE
Power.
Pursuant to the terms of the Arena Loan, AMTE Power shall be
obliged to repay Arena an amount equal to 50 per cent. of the
amount which the aggregate net proceeds of the Placing and the
Retail Offer received by AMTE Power exceeds GBP1.5 million, up to a
maximum repayment amount of GBP0.6 million, based on the amount
currently drawn.
The Placing
The Placing will be conducted in two tranches, with the first
tranche (the "Firm Placing") of 11,879,770 Placing Shares (the
"Firm Placing Shares") being issued and allotted under AMTE Power's
existing shareholder authorities and the second tranche (the
"Conditional Placing") of 112,596,610 Placing Shares (the
"Conditional Placing Shares") being issued and allotted subject,
among other things, to the necessary resolutions (the
"Resolutions") required to implement the Conditional Placing being
duly passed by Shareholders at a general meeting of shareholders
which is proposed to be held at Scotland House, 58 Victoria
Embankment, London EC4Y 0DS at 10.00 a.m. on 25 September 2023 (the
"General Meeting").
Application has been made to the London Stock Exchange for the
admission of the Firm Placing Shares to trading on the AIM market.
It is anticipated that Firm Admission will take place on or before
8.00 a.m. on 11 September 2023. Application will be made to the
London Stock Exchange for the admission of the Conditional Placing
Shares to trading on the AIM market and Conditional Admission will
take place, subject to the passing of the Resolutions, on or before
8.00 a.m. on 26 September 2023.
The Issue Price represents a discount of approximately 81.62%
per cent. to the closing middle market price of 9.25 pence per
Ordinary Share on 7 September 2023, being the latest practicable
date prior to the publication of this announcement.
Following Firm Admission, the Company will have 48,312,070
Ordinary Shares in issue and, following Conditional Admission, the
Company will have 160,908,680 Ordinary Shares in issue. The Placing
Shares, assuming Conditional Admission occurs, will represent
approximately 77.4 per cent. of the current issued share capital as
enlarged by the Placing, and will be issued fully paid and will
rank pari passu in all respects with the Company's existing
Ordinary Shares, including the right to receive all dividends and
other distributions declared, made or paid after the date of
issue.
Assuming Conditional Admission occurs, the proceeds of the
Placing, net of expenses, will provide the Company with working
capital until early November 2023.
The Company will make a further announcement in due course with
respect to the publication of the circular, containing further
details of the Placing and convening the General Meeting (the
"Circular"). Such announcement will also set out the expected
timetable for the Conditional Placing. Once published, the Circular
will also be made available on the Company's website at
www.amtepower.com .
Importance of the vote
If the resolutions are not approved by Shareholders at the
General Meeting, the Conditional Placing and the Retail Offer would
not proceed as currently envisaged and, as such, the anticipated
net proceeds of the Conditional Placing and the Retail Offer would
not become available to AMTE Power. Accordingly, in light of the
Group's reducing cash position, it would be likely that AMTE Power
would not be able to meet its financial obligations as they fall
due and there would be no alterative other than for the Group to
enter into administration or some other form of insolvency
procedure under which the prospects for recovery of value, if any,
by Shareholders would be uncertain.
The Retail Offer
The Company values its Shareholder base and believes that it is
appropriate to provide its eligible existing retail Shareholders in
the United Kingdom the opportunity to participate in the Retail
Offer.
To enable other existing Shareholders not able to participate in
the Placing, an opportunity to subscribe for additional Ordinary
Shares and to mitigate an element of dilution, the Company is
proposing to raise up to an additional GBP0.25 million (before
expenses) by way of the Retail Offer following the close of the
Company's General Meeting.
The Company shall make a further announcement shortly after
Conditional Admission becoming effective containing further
information on how existing Shareholders can participate in the
Retail Offer. The Retail Offer may not be fully subscribed.
Alan Hollis, Chief Executive Officer at AMTE Power, said:
"We are very pleased to have the support of existing and new
shareholders as we look to put in place the Initial
Recapitalisation Plan and progress towards restoring the Group's
financial foundations. I am particularly excited to be working with
a potential investor who can truly support the strategic growth and
development of 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)
SI Capital Limited (Joint Broker) +44 (0)148 341 3500
Nick Emerson (Corporate Finance)
Nick Briers (Corporate Broking)
Camarco (Financial PR)
+44 (0)203 757 4992
Ginny Pulbrook / Rosie Driscoll / 4981
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 for Companies or the Disclosure
Guidance and Transparency Rules of the Financial Conduct Authority
(the "FCA"), 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.
WH Ireland Limited is authorised and regulated by the FCA in the
United Kingdom and is acting exclusively for the Company and no one
else in connection with the Placing, and WHI will not be
responsible to anyone (including any persons subscribing for
Placing Shares ("Placees")) other than the Company for providing
the protections afforded to its clients or for providing advice in
relation to the Placing or any other matters referred to in this
Announcement.
SI Capital Limited is authorised and regulated by the FCA in the
United Kingdom and is acting exclusively for the Company and no one
else in connection with the Placing, and SI Capital will not be
responsible to anyone (including any Placees) other than the
Company for providing the protections afforded to its clients or
for providing advice in relation to the Placing or any other
matters referred to in this Announcement.
No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by the Joint Bookrunners or by any of their
respective affiliates, agents, directors, officers, consultants,
partners or employees as to, or in relation to, the accuracy or
completeness of this announcement or any other written or oral
information made available to or publicly available to any
interested party or its advisers, and any liability therefor is
expressly disclaimed.
The price of shares and any income expected from them may go
down as well as up and investors may not get back the full amount
invested upon disposal of the shares. Past performance is no guide
to future performance, and persons needing advice should consult an
independent financial adviser.
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.
The Placing Shares to be issued pursuant to the Placing will not
be admitted to trading on any stock exchange other than the AIM
market of the London Stock Exchange.
All references to time in this announcement are to London time,
unless otherwise stated.
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END
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