REG - ATOME PLC - Results of Fundraising

AtomeAnnouncement

24/04/2026 07:00

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RNS Number : 8175B  ATOME PLC  24 April 2026

 

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").

Capitalised terms used but not otherwise defined in this announcement shall
have the meanings ascribed to such terms in Appendix III of the Launch
Announcement, unless the context requires otherwise.

 

For immediate release

24 April 2026

 

 

ATOME PLC

("ATOME" or the "Company")

 

Results of Fundraising

 

ATOME (AIM: ATOM) is pleased to announce the successful completion of the
Placing conducted by way of an accelerated bookbuild ("Placing") announced
yesterday ("Launch Announcement").

 

A total of 10,980,846 New Ordinary Shares of 0.02p each (the "Placing Shares")
have been placed with existing institutional and other investors, at 60 pence
per Placing Share ("Issue Price") to raise approximately £6.59 million before
expenses (the "Placing"). The Issue Price represents a discount of
approximately 0.8% to the closing mid-market price of 60.5 pence per ordinary
share on 9 April 2026, being the last trading day immediately preceding the
announcement by ATOME providing an update stating that final definitive
documentation on the equity financing of the Villeta Project was being
finalised by the parties' lawyers and represents a discount of approximately
34.4% to the closing mid-market price of 91.50 pence per Ordinary Share on 22
April 2026, being the last trading day immediately preceding the date of the
announcement of the Fundraising.

 

Stifel Nicolaus Europe Limited ("Stifel") and SP Angel Corporate Finance LLP
("SPA") acted as Joint Brokers and Bookrunners (the "Bookrunners") to the
Company in connection with the Placing.

 

In addition, in aggregate a further 30,093,033 New Ordinary Shares of 0.02p
each have been subscribed for at the Issue Price as follows:

 

(i)         The US$17 million subscription by Casale S.A., the EPC
Contractor for the Facility, who has agreed to subscribe conditionally for
20,987,654 Casale Subscription Shares;

(ii)         The subscription by certain of the Directors and certain
senior managers of ATOME (further details of which are set out below) for
5,769,885 Management Subscription Shares; and

(iii)        The subscriptions by certain existing shareholders and
other third parties for 3,335,494 Company Arranged Subscription Shares.

 

The Fundraising, comprising the Placing and the Subscription has conditionally
raised gross proceeds of approximately £24.64 million by the issue of
41,073,879 New Ordinary Shares at the Issue Price towards the funding together
with the US$5.8 million of the Company's own resources for the US$31 million
to be subscribed by ATOME for Preferred Shares in ATOME Paraguay, and to
provide working capital to the Company for general corporate purposes and
progress ATOME's pipeline of other projects.

 

The Placing, the Management Subscription and the Company Arranged Subscription
will be conducted pursuant to the existing share and pre-emption
disapplication authorities granted to the Directors.

 

The Casale Subscription is conditional on shareholder approval of the
Resolutions, which include, inter alia, approval of the Villeta Transaction,
at the General Meeting the Notice of which will be included in a Circular to
shareholders expected to be issued shortly, and Second Admission. Shareholder
approval of the Resolutions is expected to be obtained given the substantial
voting intentions to vote in favour to be provided by directors and
management. In the event that Shareholders do not approve the Resolutions,
only the Placing Shares, the Management Subscription Shares and the Company
Arranged Subscription Shares would be issued and admitted to trading on AIM.

 

Retail Offer

The Board is also pleased to announce the results of the separate retail offer
("Retail Offer), which was announced yesterday, to provide existing UK
shareholders in the Company and new retail investors with an opportunity to
participate in the Fundraising via the RetailBook  Platform ("RetailBook").
The Retail Offer has been increased and has successfully raised gross proceeds
of £1 million through the conditional issue of 1,666,666 Retail Offer
Shares. The Retail Offer attracted substantial investor demand and was
significantly oversubscribed but was scaled back to £1 million after giving
preference to existing shareholders.

 

 

Further allotment of Ordinary Shares in lieu of fees

 

As announced yesterday, ATOME has further agreed with certain contractors and
other advisors associated with the Project to allot, in aggregate, 2,245,833
New Ordinary Shares in lieu of fees due to such persons (the "Settlement
Shares") at the Issue Price. The Settlement Shares will be issued under the
existing share and disapplication authorities granted to the Directors and
will rank pari passu with the Existing Ordinary Shares.

 

Settlement and Dealings

 

Application will be made to the London Stock Exchange for admission to trading
on AIM in respect of the Placing Shares, the Management Subscription Shares,
the Company Arranged Subscription Shares, the Retail Offer Shares and the
Settlement Shares (together the "New Ordinary Shares") which in aggregate
amount to 23,998,724 New Ordinary Shares, and which will all rank pari
passu in all respects with the existing Ordinary Shares of the Company. The
Company expects that Admission of the New Ordinary Shares ("First Admission")
will take place at 8.00 a.m. on 30 April 2026.

 

Following First Admission, the Company's enlarged issued share capital will
amount to 74,959,930 Ordinary Shares.

 

Application will subsequently be made to the London Stock Exchange for
admission of the Casale Subscription Shares, which will rank pari passu in
all respects with the existing Ordinary Shares of the Company, to trading on
AIM. A further announcement will be made in due course.

 

Directors and Senior Management participation in the Fundraising

As described above, certain Directors and other senior management of the
Company have agreed to subscribe directly with the Company for the Management
Subscription Shares and details of their participation are set out below:

 

 Subscriber               Number of Management Subscription Shares   Holding of Ordinary Shares on completion of the Management

                          subscribed                                 Subscription
 Directors:
 Peter Levine ((i) (ii))                4,753,086                           19,518,760
 Olivier Mussat                            123,457                            3,281,054
 Nikita Levine                             246,914                              565,944
 James Spalding                            198,347                            1,117,242
 Mary-Rose de Valladares                   101,277                              331,631
 Robert Sheffrin                            57,482                              221,154
 TOTAL DIRECTORS                        5,480,563                           25,035,785

 Senior Management:
 Denis Kurochkin                           118,052                              588,592
 Sam Mackiligin                            120,187                              133,520
 Kevin Macdonald                            51,083                                51,083
 TOTAL SENIOR MANAGEMENT                   289,322                              773,195

Notes:

(i)   The 4,753,086 Management Subscription Shares subscribed for by Peter
Levine or related parties exclude parties acting in concert with him.

(ii)   The holding of Ordinary Shares on completion of the Management
Subscription comprises Peter Levine's direct holding of 14,329,864 Ordinary
Shares, 1,630,000 Ordinary Shares held by Alpha Energies Invest GmbH and
3,558,896 Ordinary Shares held by PLLG Investments Limited.

 

The Directors have subscribed for a total of 5,480,563 Management Subscription
Shares representing 10.75 per cent. of the Existing Ordinary Share Capital. In
addition to the Directors, senior management have subscribed for a total of
289,322 Management Subscription Shares.

 

As previously announced on 22 May 2025, certain Directors subscribed for
1,837,638 new Ordinary Shares by the application of annual bonuses for the two
previously un-awarded full years 2023 and 2024. In aggregate therefore, the
Directors will within the last 12 months on completion of the Management
Subscription, have subscribed for a total of 7,318,201 Ordinary Shares
representing 14.36 per cent. of the Existing Ordinary Share Capital.

 

Accordingly, the Management Subscription is a related party transaction under
Rule 13 of the AIM Rules. Richard Day is the independent director for the
purposes of the AIM Rules and is not therefore participating in the Management
Subscription. Richard Day, having consulted with ATOME's nominated adviser
Beaumont Cornish, considers the terms of the Management Subscription are fair
and reasonable insofar as the shareholders are concerned. Richard Day has in
particular taken into account that the Management Subscription has been made
on the same terms and conditions as the third-party subscribers in the
Placing, and that the Management Subscription Shares are being issued at the
Issue Price.

 

 

Concert Party interest

The members of the Concert Party, including Peter Levine, the Chairman and
original founder of ATOME (as defined in the Admission Document published on
17 December 2021), are currently interested in aggregate in 37.838% of the
Existing Ordinary Share Capital. Following First Admission, the members of the
Concert Party's interest will reduce to 32.394% of the enlarged Ordinary Share
Capital at that time.

 

 

 

For further information on ATOME, please visit the Company's Curation Connect
showcase at: https://app.curationconnect.com/company/Atome-71605
(https://app.curationconnect.com/company/Atome-71605)

 

For more information, please visit https://www.atomeplc.com or contact:

 

 ATOME PLC                                +44 (0) 113 337 2210
 Nikita Levine, Investor Relations
info@atomeplc.com

 Beaumont Cornish (Nominated Adviser)     +44 (0) 20 7628 3396
 Roland Cornish, Michael Cornish

 Stifel (Joint Broker and Bookrunner)     +44 (0) 20 7710 7600

 Jason Grossman, Ashton Clanfield
 SP Angel (Joint Broker and Bookrunner)   +44 (0) 20 3490 0470
 Richard Hail, Jen Clarke
 FTI Consulting (Communications Adviser)  +44 (0) 20 3727 1000

                                        atome@fticonsulting.com (mailto:atome@fticonsulting.com)
 Elizabeth Adams, Ben Brewerton

 

IMPORTANT NOTICE

 

This Announcement, including the information contained herein, is for
information purposes only, is not intended to and does not constitute or form
part of any offer or invitation to purchase or subscribe for, underwrite, sell
or issue or the solicitation of an offer to purchase or subscribe for, sell,
acquire or dispose of the Fundraising Shares or any other security in the
United States, Canada, Australia, New Zealand, the Republic of South
Africa or Japan or in any jurisdiction in which, or to persons to whom,
such offering, solicitation or sale would be unlawful.

 

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, is acting as nominated adviser to
the Company. Beaumont Cornish will not regard any other person as its client
and will not be responsible to anyone else for providing the protections
afforded to the clients of Beaumont Cornish or for providing advice in
relation to such proposals. No representation or warranty, expressed or
implied, is made by Beaumont Cornish or any of its directors, officers,
partners, employees, agents or advisers as to the contents herein including in
its accuracy, completeness or verification, or for any other statement made or
purported to be made by it or on its behalf, in connection with the
Fundraising or Transaction. Beaumont Cornish as nominated adviser to the
Company owes certain responsibilities to the London Stock Exchange which are
not owed to the Company, the Directors, Shareholders or any other person.

 

Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated
in the United Kingdom by the FCA, is acting exclusively for the Company as
joint broker and bookrunner in connection with the Placing and is not acting
for any other person and will not be responsible to any other person for
providing the protections afforded to customers of Stifel, or for advising any
other person in connection with the Placing. No representation or warranty,
expressed or implied, is made by Stifel or any of its directors, officers,
partners, employees, agents or advisers as to the contents herein including in
its accuracy, completeness or verification, or for any other statement made or
purported to be made by it or on its behalf, in connection with the
Fundraising or Transaction.

 

SP Angel Corporate Finance LLP ("SP Angel"), which is authorised and regulated
in the United Kingdom by the FCA, is acting exclusively for the Company as
joint broker and bookrunner in connection with the Placing and is not acting
for any other person  and will not be responsible to any other person for
providing the protections afforded to customers of SP Angel, or for advising
any other person in connection with the Placing. No representation or
warranty, expressed or implied, is made by SP Angel or any of its directors,
officers, partners, employees, agents or advisers as to the contents herein
including in its accuracy, completeness or verification, or for any other
statement made or purported to be made by it or on its behalf, in connection
with the Fundraising or Transaction.

 

 

-ends-

 

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