REG - Active Energy Group - Result of Substantially Oversubscribed Placing

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10/09/2025 07:00

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RNS Number : 6818Y  Active Energy Group PLC  10 September 2025

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PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN
ACTIVE ENERGY GROUP PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS
ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION SHALL FORM THE BASIS OF, OR BE
RELIED ON IN CONNECTION WITH, ANY INVESTMENT DECISION IN RESPECT OF ACTIVE
ENERGY GROUP PLC OR ANY OTHER ENTITY.

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WITHIN THE MEANING OF THE FINANCIAL SERVICES AND MARKETS ACT 2000. RELIANCE ON
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CONSTITUTE INSIDE INFORMATION STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014 AS IT FORMS PART OF THE DOMESTIC LAW OF THE UNITED
KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (AS AMENDED)
("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA THE REGULATORY
INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE
PUBLIC DOMAIN.

 

10 September 2025

Active Energy Group plc

 

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

 

Result of Substantially Oversubscribed Placing and Total Voting Rights

 

Active Energy (AIM: AEG, OTCQB: ATGVF), an alternative energy company
focused on the deployment of renewable infrastructure and the integration of
advanced digital technologies, announces that, further to the announcement at
4.35pm on 9 September 2025 (the "Announcement"), it has conditionally
completed and closed a substantially oversubscribed Placing to raise gross
proceeds of £2.5 million (before expenses) after scaling back.

 

The Placing Price of 0.075 pence represents a discount of 50 per cent. to the
closing middle market price of 0.15 pence per Ordinary Shares on 8 September
2025, being the last business day prior to the announcement of the Placing.

 

Zeus Capital Limited acted as Bookrunner for and on behalf of the Company in
respect of the Placing. The Placing was undertaken through an accelerated
bookbuild process.

 

The Placing has conditionally raised gross proceeds of £2.5 million through
the placing of 3,333,333,333 Placing Shares to certain institutional and other
investors.

Under the terms of the Placing, the Company will also issue Warrants over new
Ordinary Shares on the basis of one Warrant for every one Placing Share issued
pursuant to the Placing. Each Warrant will entitle the holder to subscribe for
one new Ordinary Share at 0.1p per Ordinary Share at any time in the 3 years
from the date of grant. The Warrants will not be listed on AIM or any other
exchange.

Following the requisite approval being granted at the Company's general
meeting held on 20 August 2025, the Company has issued warrants to Zeus to
subscribe 10,160,875 Ordinary Shares representing 2% of the current issued
ordinary share capital of the Company. Upon completion of the Placing,
further warrants in respect of such number of Ordinary Shares as is required
to represent 2% of the Enlarged Issued Share Capital (after taking into
account the existing warrants) would be issued by the Company pursuant to the
anti-dilution provisions applicable to such warrants.  The terms of the
warrants are summarised in the Company's circular dated 20 August 2025.

In addition, following completion of the Placing and conditional upon the
grant of any necessary shareholder authorities to enable the Company to issue
rights to subscribe for additional Ordinary Shares free of existing
shareholders' pre-emption rights at a general meeting to be convened by the
Company, the Company will issue additional warrants to Zeus to subscribe
new ordinary shares representing a further 1% of the Enlarged Issued Share
Capital. Such warrants are to be exercisable at the Placing Price at any time
within five years from the date of grant (with a 3 months' extension in
limited circumstances). The warrants will also include anti-dilution
provisions and certain other customary provisions for the benefit of warrant
holders.

Admission

Application has been made to the London Stock Exchange for admission of the
3,333,333,333 Placing Shares to trading on AIM ("Admission"). It is expected
that Admission will become effective and dealings in the Placing Shares will
commence at 8.00 a.m. on 15 September 2025.

Following the Admission, the Company's issued ordinary share capital will
comprise 3,841,377,097 Ordinary Shares, with no shares held in treasury.
Therefore, the number of total voting rights in the Company will be
3,841,377,097, and this figure may be used by Shareholders as the denominator
for the calculations by which they will determine if they are required to
notify their interest in, or a change to their interest in, the voting rights
of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms used but not defined in this announcement have the meanings
given to them in the Company's announcement released at 4.35pm on 9 September
2025 in respect of the Proposed Placing to Raise Approximately £2.5 million
unless the context provides otherwise.

Enquiries:

 

 Active Energy Group Plc                  Paul Elliott (CEO)                                      info@aegplc.com

                                          Pankaj Rajani (Non-Executive Chairman)

 Zeus                                     Antonio Bossi / Darshan Patel                           Tel: +44 (0) 203 829 5000

 Nomad and Broker                         (Investment Banking)

                                          Nick Searle                                             Tel: +44 (0) 203 829 5633

                                          (Sales)

 Website                                  LinkedIn                                                 'X'

 www.aegplc.com (http://www.aegplc.com/)  www.linkedin.com/in/active-energy-group-plc/            (@aegplc) / X (https://x.com/aegplc)
                                          (http://www.linkedin.com/in/active-energy-group-plc/)

 

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