Performance Shares to Non-Executive Director, Contax Share Sale to COO of CoalTech and Total Voting Rights
27 February 2024
Clean Invest Africa Plc
(“CIA”, the “Company” or the “Group”)
Performance Issue of Shares to Non-Executive Director
Contax Partners Share Sale to COO of CoalTech
Total Voting Rights
Clean Invest Africa Plc, the mineral fines waste processing company quoted on the Aquis Growth Market, is pleased to announce that the Company has issued for nil consideration, on 26 February 2024, 20,670,000 Ordinary shares to Pascal Portmann, independent director. At the time of Pacal’s appointment, as announced on 31 August 2023, the board decided to review after approximately six months whether to issue the ordinary shares as performance-based compensation. Following the issue, Pascal is interested in 20,670,000 ordinary shares, representing 1.00 percent of the issued share capital.
The Company has also been notified that Contax Partners Inc (majority controlled by Filippo Fantechi, Chief Executive Officer of the Company) has completed a sale of 60,069,500 Ordinary shares for an amount equal to of GBP 240,278, or 0.4p per share to Mr. Aurelio Di Fresco, Chief Operating Officer of Coaltech Limited, wholly owned subsidiary of CIA.
Filippo Fantechi stated: “We are pleased with Pascal Portmann’s contribution to the Company and he has met certain performance milestones that require the Company to issue performance shares.”
Following the transfer, Filippo Fantechi, is interested in 481,966,889 Ordinary Shares representing 23.32% of the issued share capital of the Company.
Following the transfer, Aurelio Di Fresco is interested in 60,069,500 Ordinary Shares representing approximately 2.9% of the issued share capital of the Company.
The sale of ordinary shares from Filippo Fantechi, CEO of the Company, to Mr. Aurelio Di Fresco, Chief Operating Officer of Coaltech Limited, wholly owned subsidiary of the Company, constitutes a related party transaction for the purposes of Rule 4.6 of the Aquis Growth Market Access Rulebook. Shaikh Mohammed Abdulla Khalifa AlKhalifa, the Director of the Company independent of the sale, confirms that, having exercised reasonable care, skill and diligence, the related party transaction is fair and reasonable insofar as the shareholders of CIA are concerned.
Total Voting Rights
Following the issue of the above issue of ordinary shares, the issued share capital of the Company will consist of 2,066,377,702 ordinary shares. No shares are held in treasury at the date of this announcement. The total current voting rights in the Company are therefore 2,066,377,702. The above figure of 2,066,377,702 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.
About CoalTech technology (“CoalTech”)
In the context of the global policy of environmental improvement, reconditioning of polluted areas and development of sustainable solutions for those industries (such as, but not limited to, coal) which have an impact in terms of environmental pollution, but which, at least for the next two to three decades, will have to continue to produce in order to sustain the demand for energy, CoalTech believes that the application of its technology, in addition to meeting the Global Environmental Improvement Policy, also effectively addresses the following problems:
(i) how to clean up/dispose of the more than 30 billion tonnes of coal dust now found worldwide as an unavoidable residue of coal mining processes, and
(ii) how to minimize the accumulation of further coal dust in those areas where coal mining ponds are still active and/or at the loading/unloading hubs of the coal trade routes such as ports and/or stations and/or in those industries that still use coal.
In other words, even if the ecological transition is making great strides, coal dusts will continue to damage the environment if they are not removed or minimised in cases where industries use coal (e.g. power plants, steel mills, etc.) and these last will takes years to complete the ecological transition with less polluting technologies, if available.
CoalTech uses the agglomeration process (pelletizing) to transform coal dust into spherical agglomerates (pellets) through the rotational and inclination forces generated in a Pelletizer and the amalgamation action of an organic, non-polluting agent developed in-house. The transformation process is then finalised by drying treatments to make the pellets transportable and reusable in various industrial applications.
CoalTech technology is the right balance for merging energy demand with governments' commitment to a clean world. In particular, it is a valuable vehicle for achieving goals #8, #9 and #15 of the UN 2030 Agenda combining the useful with the enjoyable. Useful because it is certainly effective in carrying out the initial reclamation of the land and/or the hubs of the trade routes and/or the coal storage areas of the power stations where tonnes of unused and environmentally harmful coal dust are still being deposited. Enjoyable because it is a business with a potential of millions of dollars as the process used does not alter the original characteristics of the coal (e.g. the calorific value and the chemical composition) and therefore the pellets produced, becoming transportable, can be sold on the market and have multiple uses, such as for example:
- be introduced into the coal market by blending with the original raw material, thus solving at the root the problem of coal dust accumulation and, in time, reducing the existing accumulation at the washing and/or storage plants
- be introduced into the circuit of those industries that use coal to produce other products such as: the steel industry to produce coke and the chemical industry for the production of ammonia, hydrogen, synthetic products such as solvents, dyes, pesticides, synthetic rubbers, explosives, plastics, medicines, and others
- originate a circular economy system as from the distillation of coal, it is also possible to obtain tar, benzol, phosphates, nitrates, sulfates, naphthalene, celluloid
- to become a raw material in the coal gasification process for the production of syngas; and
- to support, during the transition period, the less affluent populations that still live-in rural areas where the energy distribution network is not yet in place and will require years of work to make it available, so becoming a source of energy and house heating through the use of domestic stoves, already existing on the market, which, in addition to heating, can also produce a few kW useful to turn on a few light bulbs.
The directors of the Company accept responsibility for the contents of this announcement.
ENQUIRIES:
Clean Invest Africa plc
Filippo Fantechi – Chief Executive Officer: +973 3 9696273
Peterhouse Capital Limited
Aquis Growth Market Corporate Adviser
Guy Miller +44 20 7469 0930
Market Abuse Regulation (MAR) Disclosure
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation EU 596/2014 as it forms part of retained EU law (as defined in the European Union (Withdrawal) Act 2018).
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||||
| a) | Name: | Aurelio Di Fresco | ||||||||
| 2. | Reason for the notification | |||||||||
| a) | Position/status: | Non Main Board Chief Operating Officer (Coaltech Limited, wholly owned by the Company) | ||||||||
| b) | Initial notification/Amendment: | Initial notification | ||||||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||
| a) | Name: | Clean Invest Africa plc | ||||||||
| b) | LEI: | 213800WAVVOPS85N2205 | ||||||||
| 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 instrument, type of instrument: Identification code: | Ordinary shares of 0.25 pence each
| ||||||||
| b) | Nature of the transaction: | Purchase of Ordinary Shares | ||||||||
| c) | Price(s) and volume(s): | Issue of shares
| ||||||||
| d) | Aggregated information: Aggregated volume: Price: | Single transaction as in 4 c) aboveIssue of shares
| ||||||||
| e) | Date of the transaction: | 26 February 2024 | ||||||||
| f) | Place of the transaction: | Aquis Growth Market | ||||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||||
| a) | Name: | Pascal Portmann | ||||||||
| 2. | Reason for the notification | |||||||||
| a) | Position/status: | Non-Executive Director | ||||||||
| b) | Initial notification/Amendment: | Initial notification | ||||||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||
| a) | Name: | Clean Invest Africa plc | ||||||||
| b) | LEI: | 213800WAVVOPS85N2205 | ||||||||
| 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 instrument, type of instrument: Identification code: | Ordinary shares of 0.25 pence each
| ||||||||
| b) | Nature of the transaction: | Issue of Performance Ordinary Shares for nil consideration | ||||||||
| c) | Price(s) and volume(s): | Issue of shares
| ||||||||
| d) | Aggregated information: Aggregated volume: Price: | Single transaction as in 4 c) aboveIssue of shares
| ||||||||
| e) | Date of the transaction: | 26 February 2024 | ||||||||
| f) | Place of the transaction: | Aquis Growth Market | ||||||||
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||||
| a) | Name: | Filippo Fantechi | ||||||||
| 2. | Reason for the notification | |||||||||
| a) | Position/status: | Chief Executive Officer | ||||||||
| b) | Initial notification/Amendment: | Initial notification | ||||||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||
| a) | Name: | Clean Invest Africa plc | ||||||||
| b) | LEI: | 213800WAVVOPS85N2205 | ||||||||
| 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 instrument, type of instrument: Identification code: | Ordinary shares of 0.25 pence each
| ||||||||
| b) | Nature of the transaction: | Sale of Ordinary Shares | ||||||||
| c) | Price(s) and volume(s): | Issue of shares
| ||||||||
| d) | Aggregated information: Aggregated volume: Price: | Single transaction as in 4 c) aboveIssue of shares
| ||||||||
| e) | Date of the transaction: | 26 February 2024 | ||||||||
| f) | Place of the transaction: | Aquis Growth Market | ||||||||
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