REG - AFC Energy Plc - RetailBook Offer Result & General Meeting Notice

AFC EnergyAnnouncement

21/07/2025 17:30

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RNS Number : 9417R  AFC Energy Plc  21 July 2025

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, OR INTO OR WITHIN THE UNITED STATES OF AMERICA, AUSTRALIA, NEW
ZEALAND, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE
A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

 

 

21 July 2025

AFC Energy plc

("AFC Energy", the "Group" or the "Company")

Result of RetailBook Offer

and

Notice of General Meeting

AFC Energy plc (AIM: AFC), a leading provider of hydrogen power generation
technologies, announces that the RetailBook Offer launched on 16 July 2025 via
RetailBook has now closed and the Company has conditionally raised gross
proceeds of £4.5 million through the issue of 44,729,253 RetailBook Offer
Shares at an issue price of 10 pence per new Ordinary Share (the "Issue
Price"). Accordingly, the Company has conditionally raised total gross
proceeds of approximately £27.5 million pursuant to the Placing, the
Subscription and the RetailBook Offer (the "Fundraising").

The Firm Placing and the Subscription completed earlier today. The Conditional
Placing and the RetailBook Offer are conditional upon, amongst other things,
the Placing Agreement not being terminated in accordance with its terms and
the Resolutions required to implement the Conditional Placing and the
RetailBook Offer being passed by the Shareholders at the General Meeting
proposed to be held at 10:00 a.m. on 7 August 2025.

The Circular, which provides further details of the Fundraising and includes a
notice convening the General Meeting, is expected to be sent to Shareholders
on 22 July 2025 and will also be available on the Company's website at
www.afcenergy.com.

Admission to trading

Conditional on, amongst other things, the passing of the Fundraising
Resolutions at the General Meeting, admission of the 44,729,253 RetailBook
Offer Shares and the 144,455,321 Conditional Placing Shares to trading on AIM
("Second Admission") is expected to take place at 8.00 a.m. on or around 8
August 2025 (or such later time and/or date as the Joint Bookrunners and the
Company may agree (being in any event no later than 8.00 a.m. on 22 August
2025). A separate announcement will be made following the General Meeting as
to the results of the General Meeting and the total voting rights following
Second Admission.

Capitalised terms not otherwise defined in this announcement have the meanings
given to them in the Circular.

 

For further information, please contact:

 AFC Energy plc                                                                                                   +44 (0) 14 8327 6726
 John Wilson (CEO)

 Karl Bostock (CFO)

 RetailBook                                                             capitalmarkets@retailbook.com

 Michael Ward / James Deal

 Peel Hunt LLP - Nominated Adviser and Joint Broker                                     +44 (0) 20 7418 8900
 Richard Crichton / Georgia Langoulant / Emily Bhasin (Investment Banking)
 Sohail Akbar / Nicolas Wilks / Ambika Bose (ECM)

   FTI Consulting - Financial PR Advisors   +44 (0) 203 727 1000
   Ben Brewerton / Chris Laing / Evie Taylor                                                 afcenergy@fticonsulting.com

 

Important Notices

 

References to times in this Announcement are to London time unless otherwise
stated.

 

The times and dates mentioned throughout this Announcement may be adjusted by
the Company in which event the Company will make an appropriate announcement
to a Regulatory Information

Service giving details of any revised dates and the details of the new times
and dates will be notified to London Stock Exchange plc (the "London Stock
Exchange") and, where appropriate, Shareholders. Shareholders may not receive
any further written communication.

 

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.

 

This Announcement and the information contained herein, is restricted and is
not for publication, release or distribution, directly or indirectly, in whole
or in part, in or into Australia, New Zealand, Canada, the Republic of South
Africa, Japan or any other jurisdiction in which such publication, release or
distribution would be unlawful.  Further, this Announcement is for
information purposes only and is not an offer of securities in any
jurisdiction.

 

Certain statements contained in this announcement constitute "forward-looking
statements" with respect to the financial condition, results of operations and
businesses and plans of the Company and its subsidiaries from time to time
(the "Group"). Words such as "believes", "anticipates", "estimates",
"expects", "intends", "plans", "aims", "potential", "will", "would", "could",
"considered", "likely", "estimate" and variations of these words and similar
future or conditional expressions, are intended to identify forward-looking
statements and forecasts but are not the exclusive means of identifying such
statements. These statements and forecasts involve risk and uncertainty
because they relate to events and depend upon future circumstances that have
not occurred. There are a number of factors that could cause actual results or
developments to differ materially from those expressed or implied by these
forward-looking statements and forecasts. As a result, the Group's actual
financial condition, results of operations and business and plans may differ
materially from the plans, goals and expectations expressed or implied by
these forward-looking statements and forecasts. No representation or warranty
is made as to the achievement or reasonableness of, and no reliance should be
placed on, such forward-looking statements and forecasts. The forward-looking
statements and (if any) forecasts contained in this announcement speak only as
of the date of this announcement. The Company, its directors, Peel Hunt or
their respective affiliates and any person acting on its or their behalf each
expressly disclaim any obligation or undertaking to update or revise publicly
any forward-looking statements and forecasts, whether as a result of new
information, future events or otherwise, unless required to do so by
applicable law or regulation or the London Stock Exchange.

 

RetailBook is a proprietary technology platform owned and operated by Retail
Book Limited (registered address at 10 Queen Street Place, London EC4R 1AG).
Retail Book Limited ("RetailBook") is authorised and regulated in the United
Kingdom by the Financial Conduct Authority (FRN 994238).

 

This announcement has been issued by and is the sole responsibility of the
Company.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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