TIDMEQT
RNS Number : 8561E
EQTEC PLC
09 July 2019
9 July 2019
EQTEC plc
("EQTEC", the "Company" or the "Group")
Implementation of cash cost reduction initiatives and issue of
equity
EQTEC plc (AIM: EQT), the technology solution company for waste
gasification to energy projects, announces that, further to its
announcement of 28 June 2019, certain Directors and senior managers
of the Company have now agreed the following cash reductions to
their remuneration:
-- Thomas Quigley, Non-Executive Director of the Company, has agreed:
- that his remuneration for the period from 1 July 2019 until 31
December 2019 will be paid to him in arrears on the first business
day following the end of this period and he has irrevocably
undertaken to apply this sum (net of any required tax deductions)
in subscribing for new ordinary shares of EUR0.001 each in the
capital of the Company ("Ordinary Shares") at a price of 0.33 pence
per share (the "Conversion Price"), being equal to the placing
price of the placing announced on 28 June 2019; and
- that his remuneration for the period from 1 January 2020 until
30 June 2020 will be paid to him on a monthly basis on the last
business day of each month and he has irrevocably undertaken to
apply this sum (net of any required tax deductions) in subscribing
for new Ordinary Shares in the Company at the Conversion Price,
(the "Non-Executive Remuneration Arrangement").
-- Ian Price and Gerry Madden, Executive Directors of the Company, have agreed:
- that 40 per cent. of their remuneration for the period from 1
July 2019 until 31 December 2019 will be paid to them in arrears on
the first business day following the end of this period and each
has irrevocably undertaken to apply this sum (net of any required
tax deductions) in subscribing for new Ordinary Shares in the
Company at the Conversion Price; and
- that 40 per cent. of their remuneration for the period from 1
January 2020 until 30 June 2020 will be paid to them on a monthly
basis on the last business day of each month and, each has
irrevocably undertaken to apply this sum (net of any required tax
deductions) in subscribing for new Ordinary Shares in the Company
at the Conversion Price,
(the "Executive Remuneration Arrangement").
-- Yoel Aleman and David Palumbo, senior managers of the Group,
being Chief Technical Director and Commercial Director
respectively, have agreed:
- that 40 per cent. of their remuneration for the period from 1
July 2019 until 31 December 2019 will be paid to them in arrears on
the first business day following the end of this period and each
has irrevocably undertaken to apply this sum (net of any required
tax deductions) in subscribing for new Ordinary Shares in the
Company at the Conversion Price; and
- that 40 per cent. of their remuneration for the period from 1
January 2020 until 30 June 2020 will be paid to them on a monthly
basis on the last business day of each month and, each has
irrevocably undertaken to apply this sum (net of any required tax
deductions) in subscribing for new Ordinary Shares in the Company
at the Conversion Price.
The Directors and senior managers have each undertaken that they
will only dispose of any interest in the new Ordinary Shares until
June 2020 through the Company's broker.
In addition, further to the announcement of 28 June 2019, the
Company has agreed to issue 15,151,515 new Ordinary Shares to Mr
Quigley, trading as Cloudberry Corporate Advisers, in lieu of
corporate advisory fees in relation to the debt restructuring
announced on 28 June 2019 (the "Cloudberry Shares"). On admission
of the Cloudberry Shares, Mr Quigley will be interested in
15,345,063 Ordinary Shares representing 0.50% of the Company's
issued share capital (as enlarged by the Cloudberry Shares).
Further to the announcement of 28 June 2019, the Company has
also issued 30,773,543 warrants to subscribe for such number of new
Ordinary Shares.
Related party transactions
As Directors of EQTEC, Ian Price, Gerry Madden and Thomas
Quigley are related parties of the Company under the AIM Rules for
Companies ("AIM Rules"). As a result, the Non-Executive
Remuneration Arrangement, the Executive Remuneration Arrangement
and the issue of the Cloudberry Shares are related party
transactions pursuant to Rule 13 of the AIM Rules. Accordingly, the
independent Director of the Company (being Ian Pearson), having
consulted with the Company's Nominated Adviser, Strand Hanson
Limited, considers that the terms of the Non-Executive Remuneration
Arrangement, the Executive Remuneration Arrangement and the issue
of the Cloudberry Shares are fair and reasonable in so far as the
Company's shareholders are concerned.
Admission and total voting rights.
Application will be made to the London Stock Exchange for
admission of the Cloudberry Shares to trading on AIM ("Admission").
It is expected that Admission will become effective and dealings in
the Cloudberry Shares will commence on or around 15 July 2019.
Following Admission, the Company will have a total of
3,092,505,807 Ordinary Shares in issue carrying voting rights. The
Company does not hold any Ordinary Shares in treasury. Therefore,
with effect from Admission, this figure may be used by shareholders
as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a
change to their interest in, the Company under the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.
Enquiries
EQTEC plc +353 (0)21 2409 056
Ian Price - Chief Executive Officer
Gerry Madden - Finance Director
Strand Hanson - Nomad, Financial Adviser
& Broker +44 (0) 20 7409 3494
James Harris / Richard Tulloch / Jack
Botros
IFC Advisory - Financial PR & IR +44 (0) 20 3934 6630
Tim Metcalfe / Miles Nolan / Zach Cohen
Notes to Editors
About EQTEC plc
EQTEC's business model involves sourcing and providing
assistance in developing waste elimination projects to which it
will ultimately sell its EQTEC Gasifier Technology ("EGT") and
O&M services. EGT enables project developers to construct waste
elimination plants and recover electrical and thermal energy from
the waste streams.
EQTEC sources projects that have a local supply of waste in need
of elimination and conversion. It builds relationships and brings
together the developers, the waste owners, the building contractors
and funders. It then supplies the energy recovery technology and
provides engineering services to the projects. Furthermore, EQTEC
will provide O&M services to the operating projects generating
recurring revenues over the life of the projects.
The Company is quoted on AIM and trades as EQT. Further
information on the Company can be found at www.eqtecplc.com.
PDMR Notification
The notification below is made in accordance with the
requirements of the Market Abuse Regulation (EU) No. 596/2014
("MAR").
1. Details of the persons discharging managerial responsibilities
/ person closely associated
a) Name Thomas Quigley
----------------------------------- ------------------------------------
2. Reason for the notification
-------------------------------------------------------------------------
a) Position/status Non-Executive Director
----------------------------------- ------------------------------------
b) Initial notification Initial notification
/ amendment
----------------------------------- ------------------------------------
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
-------------------------------------------------------------------------
a) Name EQTEC plc
----------------------------------- ------------------------------------
b) LEI 63540085VSYVDEINJO04
----------------------------------- ------------------------------------
4. Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been conducted
-------------------------------------------------------------------------
a) Description of the financial Ordinary Shares of EUR0.001
instrument, type of instrument
----------------------------------- ------------------------------------
Identification code IE00BH3XCL94
----------------------------------- ------------------------------------
b) Nature of the transaction Issue of shares in lieu of fees
----------------------------------- ------------------------------------
c) Price(s) and volume(s) Share Price (GBX) Volume(s)
0.33 pence 15,151,515
-----------
----------------------------------- ------------------------------------
d) Aggregated information N/A
- Aggregated volume
- Price
----------------------------------- ------------------------------------
e) Date of the transaction 9 July 2019
----------------------------------- ------------------------------------
f) Place of the transaction Outside a trading venue
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END
MSCQVLFBKDFLBBQ
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