REG - AMTE Power PLC - Loan facility to facilitate proposed equity raise

Amte PowerAnnouncement

25/07/2023 15:45

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RNS Number : 1550H  AMTE Power PLC  25 July 2023

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 AMENDED.  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

25 July 2023

 

AMTE Power Plc

Loan facility to facilitate proposed equity raise

 

Further to its earlier announcements, most recently on 20 July 2023, 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 agreed a new secured £1.0 million loan facility (the
"Facility") with Arena Investors LP ("Arena") in order to provide sufficient
time for the Company and a potential new equity investor (the "Equity
Investor") to complete a proposed initial equity investment of £2.5 million
(the "Proposed Subscription") (together, the "Initial Recapitalisation Plan").

Funds under the Facility will be made available to the Group in two equal
tranches of £0.5 million each, the first of which will be drawn down within
two business days. The second tranche will be available to be drawn down upon
mutual written consent between Arena and the Company. The Facility, which
bears no interest but is fully secured over the assets of the Company, is
repayable in full at 110 percent of the total amount drawndown on the earlier
of: (a) the completion of the Proposed Subscription; or (b) the date falling
three months following entry into the Facility.

In addition to providing this Facility, Arena has agreed to relinquish the
conversion rights attaching to its pre-existing convertible bond facility (the
"CBF"), announced on 17 October 2022, of which £4.0 million has been drawn
down to date, with £3.75 million outstanding. The Company and Arena are due
to formalise an agreement to repay amounts drawn down under the CBF as to
£1.0 million on the first anniversary of the bridge loan agreement, subject
to available funds, with the balance due on the second anniversary. In
consideration for this amendment, the Company and Arena will enter into
documentation granting Arena warrants to subscribe for 2 percent of the share
capital of the Company as enlarged by the Initial Recapitalisation Plan at a
100 percent premium to the issue price thereunder. The warrants will become
exercisable 12 months following the subscription under the Initial
Recapitalisation Plan with a duration of 24 months from issue. Additionally,
the Company has granted Arena security over the Company's assets for the full
loan.

The Equity Investor has conditionally proposed to subscribe £2.5 million, at
an indicative price, subject to due diligence and certain other conditions, of
1.7 pence per share for 147,058,823 new ordinary shares of 0.5p each in the
capital of the Company, which would result in the Equity Investor holding 80
percent of the issued share capital of the Company, as enlarged by such
subscription.  The Proposed Subscription of £2.5 million will, if completed,
provide the Company with sufficient financial resources to the end of
September 2023. However the Equity Investor has indicated that, following its
Proposed Subscription and at its own discretion, it intends to implement a
financial solution for the Group, including providing for future funding
requirements. The Equity Investor would also have the sole discretion to allow
the investment in the Company under the terms of the Initial Recapitalisation
Plan to be extended to other investors. The Company notes that the terms and
quantum of the Initial Recapitalisation Plan and any funding beyond has yet to
be agreed and remains uncertain at this stage.

At this stage, discussions on the Initial Recapitalisation Plan remain at an
early stage and there can be no certainty that these discussions will be
successfully concluded, nor the terms or timing thereof. The Initial
Recapitalisation Plan would be subject to, amongst other things: (i) the
Equity Investor satisfactorily concluding its internal procedures and due
diligence; (ii) the Takeover Panel agreeing to waive the obligation under Rule
9 of the City Code on Takeovers and Mergers to make a mandatory offer for the
entire issued share capital of the Company, subject to the approval of the
independent shareholders; (iii) the Investment Security Unit of the Department
for Business, Energy and Industrial Strategy approving the Proposed
Subscription in accordance with the terms of the National Security and
Investment Act 2021; and (iv) the Company obtaining the necessary shareholder
authorities at a general meeting of shareholders of the Company to issue the
Subscription Shares.

Further announcements will be made in due course.

Alan Hollis, CEO at AMTE Power, said:

"I am very pleased to announce the bridging loan to be provided by Arena,
which buys AMTE Power the time and financial resources to allow the Equity
Investor to complete its due diligence and internal procedures ahead of some
much needed further investment in 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)

 Panmure Gordon (UK) Limited (Joint Broker)            +44 (0)207 886 2500
 John Prior / James Sinclair-Ford (Corporate Finance)
 Hugh Rich (Corporate Broking)

 Camarco (Financial PR)                                +44 (0)203 757 4992 / 4981
 Ginny Pulbrook / Rosie Driscoll

 

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 or the Disclosure Guidance and Transparency Rules of the Financial
Conduct Authority, 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.

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.

All references to time in this announcement are to London time, unless
otherwise stated.

 

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