REG - EnergyPathways PLC - Placing and Subscription

EnergypathwaysAnnouncement

29/07/2025 07:00

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RNS Number : 8906S  EnergyPathways PLC  29 July 2025

29 July 2025

EnergyPathways plc

 

("EnergyPathways" or the "Company")

 

Placing and Subscription

 

EnergyPathways (AIM: EPP), an integrated energy transition company, is pleased
to announce that it has completed a placing and subscription to raise a total
of £400,000 for the Company ("Fundraise").

 

The Fundraise comprises i) a placing of £310,000 ("Placing") from a new
investor and ii) a subscription of £90,000 ("Subscription") from directors
and management, raising an aggregate amount of £400,000 at a price of 4.25
pence per share ("Placing Price") resulting in the issuance of a total of
9,411,762 new ordinary shares ("New Ordinary Shares"). Investors in the
Fundraise will receive one warrant per Ordinary Share. The warrants have an
exercise price of 7 pence and will expire 2 years after the date of admission
of the New Ordinary Shares to trading on AIM.

 

The Company's joint broker, SP Angel Corporate Finance LLP, will be issued
warrants over 364,705 new ordinary shares in the Company. The warrants will be
exercisable for a period of 3 years from the date of Admission with an
exercise price of 4.25p per new ordinary share ("Broker Warrants").

 

The Directors' participation in the Fundraise is set out below:

 

 Director            Total number of ordinary shares purchased    Number of ordinary shares held following the purchase  % of enlarged issued share capital of the Company  Total number of warrants granted

 Ben Clube*          729,411                                      11,402,646                                             5.83%                                              729,411
 Graeme Marks        117,647                                      6,814,871                                              3.49%                                              117,647
 Max Williams        417,647                                      417,647                                                0.21%                                              417,647
 Horacio Carvalho**  588,235                                      768,740                                                0.39%                                              588,235

 

* Ben Clube holds his shares indirectly through Painkalac Holdings Pty Ltd ATF
Lighthouse Trust and Flax Lily Super Superannuation Fund.

** Horacio Carvalho holds his shares indirectly through Quest JFM Investments
Ltd and Climate Change Ventures Limited

 

The proceeds from the Fundraise will provide additional working capital. The
Company is continuing with active discussions with a strategic investor to
provide significant additional funding on attractive terms.

 

The Fundraise is conditional on the New Ordinary Shares, which will be issued
credited as fully paid and will rank pari passu in all respects with the
existing ordinary shares, being admitted to trading on AIM ("Admission").
Admission of the New Ordinary Shares is expected to occur on or around 4
August 2025.

 

 

Total voting rights

Immediately following Admission, the Company will have 195,440,406 Ordinary
Shares in issue. Accordingly, the total number of Ordinary Shares in the
Company with voting rights will be 195,440,406. This figure may be used by
shareholders in the Company as denominator for the calculations by which they
may determine if they are required to notify their interest in, or a change to
their interest in, the Company under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.

 

 

Related Party Transaction

Participation in the Subscription by directors of the Company, constitutes a
related party transaction ("Transaction") pursuant to the AIM Rules for
Companies. Mark Steeves, who is not participating in the subscription, having
consulted with the Company's nominated adviser, Cairn Financial Advisers LLP,
considers that the terms of the Transaction are fair and reasonable insofar as
the Company's shareholders are concerned.

 

 

Commenting on the Placing, CEO Ben Clube said:

" We are pleased to have completed this fundraise to bring in a select new
long-term investor into the Company. Besides further strengthening the
Company's register, it is further recognition of the significant value
potential of the Company. The funds provide the Company with near-term working
capital as we progress through pre-FEED. Once again, Directors and management
have participated in the fundraise, demonstrating our alignment with our
shareholders.  EnergyPathways is well placed to progress the various
workstreams that are ongoing regarding our MESH Project."

 

This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the
European Union (Withdrawal) Act 2018). The Directors of the Company are
responsible for the contents of this announcement.

 

 

Engage with us by asking questions, watching video summaries and seeing what
other shareholders have to say. Navigate to our Interactive Investor website
here: https://energypathways.uk/link/weYlqy
(https://energypathways.uk/link/weYlqy)

 

 

Enquiries

 

 Investor questions on this announcement                                      https://energypathways.uk/link/weYlqy
 We encourage all investors to share questions on this announcement via our
 investor hub
 EnergyPathways                                                               Tel: +44 (0)207 466 5000, c/o Buchanan (Financial PR)
 Ben Clube / Max Williams

                                                                              Email : info@energypathways.uk
 Cairn Financial Advisers LLP (Nominated Adviser)                             Tel: +44 (0)20 7213 0880
 Jo Turner / Louise O'Driscoll / Sandy Jamieson
 SP Angel Corporate Finance LLP (Broker)                                      Tel: +44 (0)20 3470 0470
 Richard Hail / Adam Cowl
 Global Investment Strategy UK Limited (Joint Broker)                         Tel: +44 (0)20 7048 9000
 Callum Hill / James Sheehan

 

Subscribe to our news alert service: energypathways.uk
(http://energypathways.uk/auth/signup) /auth/signup
(http://energypathways.uk/auth/signup)

 

For further information on EnergyPathways visit www.energypathways.uk and
@energy_pathways on X (formerly Twitter).

 

Forward Looking Statements

This announcement contains forward-looking statements relating to expected or
anticipated future events and anticipated results that are forward-looking in
nature and, as a result, are subject to certain risks and uncertainties, such
as general economic, market and business conditions, competition for qualified
staff, the regulatory process and actions, technical issues, new legislation,
uncertainties resulting from potential delays or changes in plans,
uncertainties resulting from working in a new political jurisdiction,
uncertainties regarding the results of exploration, uncertainties regarding
the timing and granting of prospecting rights, uncertainties regarding the
timing and granting of regulatory and other third party consents and
approvals, uncertainties regarding the Company's or any third party's ability
to execute and implement future plans, and the occurrence of unexpected
events.

 

Actual results achieved may vary from the information provided herein as a
result of numerous known and unknown risks and uncertainties and other
factors.

 

 

 Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
 596/2014
 1     Details of the person discharging managerial responsibilities/person closely
       associated
 a.    Name                                                           Mr Ben Clube

                                                                      Mr Graeme Marks

                                                                      Mr Max Williams

                                                                      Mr Horacio Carvalho
 2     Reason for notification                                         

                                                                       

                                                                       
 a.    Position/Status                                                Directors
 b.    Initial notification/                                          Initial notification

       Amendment
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 a.    Name                                                           EnergyPathways plc
 b.    LEI

                                                                        2138003CPOJCTT86BY54

                                                                       
 4     Details of the transaction(s): section to be repeated for (i) each type of
       instrument; (ii) each type of transaction; (iii) each date; and (iv) each
       place where transactions have been conducted
 a.    Description of the financial instrument, type of instrument     

Identification Code                                           Ordinary shares of £0.01 each

                                                                      GB00BM9M0884

 b.    Nature of the transaction                                      Purchase of Ordinary shares of £0.01 each
 c.    Price(s) and volume(s)
                                                                                  Price(s)               Volume(s)
       4.25 pence                                                                 Mr Clube: 729,411

                                                                                  Mr Marks: 117,647

                                                                                  Mr Williams: 416,647

                                                                                  Mr Carvalho: 588,235

 d.    Aggregated information

                                                                      1,852,940shares at 4.25 pence per share

 e.    Date of the transaction                                        28 July 2025
 f.    Place of the transaction                                       London, UK

 

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