Placing of new ordinary shares raises £2.7m
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO, THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA), CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
This announcement contains inside information for the purposes of the UK version of Article 7 of Regulation (EU) 596/2014 ("MAR"). In addition, market soundings (as defined in MAR) were taken in respect of the Placing with the result that certain persons became aware of inside information (as defined in MAR), as permitted by MAR. This inside information is set out in this announcement. Therefore, those persons that received inside information in a market sounding are no longer in possession of such inside information relating to the Company and its securities.
12 December 2022
ATOME ENERGY PLC
("ATOME", "the Company", or "the Group")
Company led placing of new ordinary shares raises £2.7 million
Clean Power Hydrogen PLC invests in the Placing
Retail offer of new ordinary shares on PrimaryBid
HIGHLIGHTS
- The Company has today raised £2.7 million ("the Placing") at a price of 106.2 pence per share ("Placing Price") through a Company led placing of 2,542,364 new ordinary shares in the Company (the "Placing Shares")
- As part of the Placing, Clean Power Hydrogen PLC, the UK manufacturer of electrolysers ("CPH2") together with certain directors and senior employees in the Company have subscribed for a total of 2,235,634 Placing Shares
- In addition to the Placing, there will be an offer made by the Company on the PrimaryBid platform of new ordinary shares in the Company (the "Retail Offer Shares") at the Placing Price (the "Retail Offer"), to provide existing shareholders and retail investors with an opportunity to participate. A separate announcement will be made shortly regarding the Retail Offer and its terms
- As the Placing and Retail Offer will take place within the Directors authority to issue shares neither the Placing or Retail Offer is conditional on any resolution of the Shareholders of the Company
- The Placing Shares and Retail Offer Shares will both be issued at a price of 106.2 pence per share being a discount of 10% to the closing mid price of the ordinary shares of the Company on 9 December 2022
The Placing
The Board of ATOME Energy (AIM: ATOM) is pleased to announce that it has today undertaken a Company-arranged placing principally with CPH2 and directors and senior employees of ATOME to raise gross proceeds of £2.7 million through the issue of 2,542,364 new ordinary shares at a placing price of 106.2p per Placing Share. The issue of the Placing Shares will be within existing authorities and consequently no shareholder resolution is required. The Placing Shares will rank pari passu with the Company's existing ordinary shares.
Directors and employee participation in the Placing
Certain Directors and other employees of the Company have subscribed for Placing Shares at the Placing Price. The participation by the Directors is set out below:
|
Director |
Number of Placing Shares |
Shareholding post Placing |
% of Enlarged Issued Share Capital (Note 1) |
|
Peter Levine |
329,566 |
9,451,962 |
26.97% |
|
Olivier Mussat |
329,566 |
704,566 |
2.01% |
|
Nikita Levine |
23,540 |
90,030 |
0.26% |
|
James Spalding |
47,080 |
93,955 |
0.27% |
|
Mary-Rose De Valladares |
2,354 |
118,354 |
0.34% |
|
Richard Day |
9,416 |
24,416 |
0.07% |
|
Robert Sheffrin |
9,416 |
89,256 |
0.25% |
Note 1: The Enlarged Issued Share Capital amounts to 35,042,364 Ordinary Shares and comprises the existing 32,500,000 Ordinary Shares and 2,542,364 Placing Shares but excludes any Retail Offer Shares which may be issued pursuant to the Retail Offer or any other new ordinary shares which at the discretion of the Company may be issued
In aggregate, the Directors have subscribed for a total of 750,938 Placing Shares representing 2.31 per cent. of the existing issued share capital. In addition to the Directors, other employees have subscribed for a total of 72,267 Placing Shares.
The Placing is conditional on admission of the Placing Shares to trading on AIM which is expected to occur at 8.00 am on 20 December 2022.
Whilst the Placing has been fully taken up, ATOME reserves the right, within the Directors current authorities to allocate at its discretion further new ordinary shares during the time the Retail Offer is open to third parties at the Placing Price should there be appropriate demand. Any such allocation of additional new ordinary shares will be announced at the same time as the results of the Retail Offer are announced.
CPH2 participation in the Placing
The Company is also pleased to announce that as part of the Placing, CPH2, the UK manufacturer of electrolysers headquartered like ATOME in Yorkshire has subscribed for 1,412,429 Placing Shares at the Placing Price.
CPH2 and ATOME enjoy a strong and mutually respectful working relationship and the supply of the first CPH2 electrolyser to the Paraguay Mobility Division of ATOME next year will allow ATOME to generate its first green hydrogen income in 2023.
This investment by CPH2 is a signpost to greater co-operation between the parties going forwards including the potential to roll out together electrolysers of CPH2 in South America as well as a demonstration of the commitment of CPH2 to ATOME's Mobility Division and confidence in its potential for success.
The PrimaryBid Retail Offe r
The Company highly values its retail investor base which has supported the Company alongside institutional investors. Given the support of retail shareholders, the Company believes that it is appropriate to provide retail and other interested investors the opportunity to participate on the same price terms as the Placing and the Company is therefore making the Retail Offer available exclusively through PrimaryBid.com.
Accordingly, a separate announcement will be made later today regarding the Retail Offer and its terms.
Reasons for Placing and Retail Offer
The Company will use the funds raised from the Placing and the Retail Offer to provide the Company with further funding to further expedite its growth including the Villeta Project, in addition to allowing it to further exploit other opportunities as well as general working capital purposes.
Since Admission to AIM at the end of December 2021, ATOME has made significant progress, substantially beyond the Board's initial expectations at the time of the IPO and within this short time is now at the forefront in developing global large scale production projects of green hydrogen and ammonia.
The Company now has 420MW of green hydrogen and ammonia projects in Paraguay, of which the Phase 1 120MW Villeta Project is legally contracted under a signed Power Purchase Agreement with the FEED study already commissioned, FID targeted for H1 2023 and start of full production in 2025. Furthermore, ATOME has developed a green hydrogen mobility division with electrolyser ordered, and in build, with first income projected to start next year. In parallel, ATOME continues to progress its Iceland project as well as potential large scale projects in other jurisdictions.
A verified and up to date investor presentation is available to read on the Company's website at www.atomeplc.com
Admission
Application will be made for the Placing Shares and the Retail Offer Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective on or around 20 December 2022.
Standby Equity Facility
At admission to AIM in December 2021, ATOME entered into the Standby Equity Facility ("Facility") under which ATOME could call on PLLG Investments Limited ("PLLG") to subscribe for up to 3,750,000 ordinary shares in ATOME ("Facility Shares") at a price of 80p per share ("Facility Price") for 18 months (expiring on 30 June 2023). While there is no current need to use the Facility, the Board intends to extend the Facility term by a further 12 months to June 2024 ("Extended Period") as it underlines the financial support of ATOME's major shareholder and provides back stop funding flexibility for the Company as it progresses its projects to final investment decision (FID) and into development. In consideration for PLLG extending the Facility, the Company intends to grant a call option to PLLG to subscribe in the Extended Period at PLLG's option for Facility Shares at a price (to be aligned with shareholders) equal to the Placing Price or if lower, the middle market price at the time of exercise by PLLG, subject always to a minimum of the Facility Price.
The extension of the Standby Equity Facility Agreement and the grant of the call option to PLLG ("Transaction") constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies by virtue of the fact that PLLG is beneficially owned by Peter Levine who is a Director and a substantial shareholder of the Company.The independent Directors of the Company, being the Board other than Peter Levine and Nikita Levine, consider, having consulted with the Company's nominated adviser, that the terms of the proposed Transaction is fair and reasonable in so far as the Company's shareholders are concerned.
Further information
A copy of this announcement is available on the Company's website, at https://www.atomeplc.com
For more information, please visit https://www.atomeplc.com or contact:
|
ATOME Energy PLC |
+44 (0) 113 337 2210 |
|
Beaumont Cornish (Nominated Adviser) |
+44 (0) 20 7628 3396 |
|
Liberum (Joint Broker) |
+44 (0) 20 3100 2000 |
|
SP Angel (Joint Broker) |
+44 (0) 20 3490 0470 |
|
finnCap (Joint Broker) |
+44 (0) 20 7220 0500 |
|
Tavistock (Financial PR and IR) |
+44 (0) 20 7920 3150 |
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018 ("MAR") . The person who arranged for the release of this announcement on behalf of the Company was Peter Levine , Chairman .
About ATOME
ATOME Energy PLC is an AIM listed company targeting green hydrogen and ammonia production with over 500-megawatt of projects in Paraguay and Iceland, through its subsidiaries ATOME Paraguay, which is wholly owned, and Green Fuel ehf, in which ATOME Energy holds a 75 per cent interest, respectively.
Since its admission to AIM in December 2021 ATOME has signed its first electrolyser purchase order for its hydrogen transport Mobility Division due to start generating revenue in 2023 and signed a large scale 60MW power purchase agreement with ANDE, the state energy company in Paraguay for production of green hydrogen and ammonia targeted to start operations at or around end 2024.
ATOME is in the process of operational planning, sourcing and negotiations with green electricity suppliers, equipment providers and offtake partners, including signed memoranda of understanding and cooperation agreements in place with key parties, to use electricity generated from existing geothermal sources in Iceland and hydroelectric power in Paraguay. All chosen sites are located close to the power and water sources and export facilities to serve significant domestic and then international demand.
The Company has a green-focused Board which is supported by major shareholders including Peter Levine, Trafigura, one of the world's leading commodity and logistics company, and Schroders, a leading fund manager.
IMPORTANT NOTICES
This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the Republic of South Africa or any jurisdiction into which the publication or distribution would be unlawful. This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in Australia, Canada, Japan, New Zealand, the Republic of South Africa or any jurisdiction in which such offer or solicitation would be unlawful or require preparation of any prospectus or other offer documentation or would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
Beaumont Cornish Limited ("Beaumont Cornish"), which is authorised and regulated in the United Kingdom by the FCA and is a member of the London Stock Exchange, is the Company's nominated adviser for the purposes of the AIM Rules. Beaumont Cornish is acting exclusively for the Company and will not regard any other person (whether or not a recipient of this announcement) as a client and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for providing advice in relation to the contents of this announcement or any other matter referred to herein. Beaumont Cornish's responsibilities as the Company's nominated adviser under the AIM Rules for Nominated Advisers are owed to the London Stock Exchange and not to any other person and in particular, but without limitation, in respect of their decision to acquire Ordinary Shares in reliance on any part of this announcement. Beaumont Cornish has not authorised the contents of this announcement for any purpose and no liability whatsoever is accepted by Beaumont Cornish nor does it make any representation or warranty, express or implied, as to the accuracy of any information or opinion contained in this announcement or for the omission of any information. Beaumont Cornish expressly disclaims all and any responsibility or liability whether arising in tort, contract or otherwise which it might otherwise have in respect of this announcement.
-ends-
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