REG - EQTEC PLC - Update on Verde Corporation Subscription

EQTECAnnouncement

02/04/2024 07:00

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RNS Number : 9002I  EQTEC PLC  02 April 2024

2 April 2024

 

EQTEC plc

("EQTEC", the "Company" or the "Group")

 

Update on Verde Corporation Subscription

 

Further to its announcements of 13 February 2024, 22 February 2024, 29
February 2024 and 11 March 2024, EQTEC plc (AIM: EQT), a global technology
innovator powering distributed, decarbonised, new energy infrastructure
through its waste-to-value solutions for hydrogen, biofuels, and energy
generation, notifies an update on the Subscription.

 

Completion has been postponed by request from Verde Corporation ("Verde"),
with the Company agreeing in exchange for improved commercial terms for the
Company with regards to the Subscription price for the Second Tranche and
exercise price of the warrants associated with it. Verde has confirmed to the
Company that the unrelated transaction by Verde in the USA has now closed, and
so enabling Verde to conclude the Subscription under the revised terms.

 

Consequently, to vary settlement timescales and improve the pricing on the
subscription, the Company has signed a new Subscription letter ("Subscription
Letter") with Verde, for the same total subscription amount, replacing the one
signed on 11 March 2024.

 

The key terms of the new Subscription Letter are as follows:

 

·    First subscription for cash consideration of £500,000 (the "First
Tranche") for 21,276,596 ordinary shares in the Company ("Shares") at the same
placing price of £0.0235 (the "First Tranche Price").

·    Second subscription for cash consideration of £1,000,000 (the
"Second Tranche") for 18,867,925 ordinary shares in the Company ("Shares") at
an increased placing price of £0.0530 (previously£0.0475)  (the "Second
Tranche Price") together with the granting of 1 warrant per Second Tranche
Share (the "Second Tranche Warrants") with a 48-month term from grant and an
increased exercise price of £0.0530 (previously £0.0475).

·    Receipt of the cash consideration of both tranches by the Company by
19 April 2024.

·    In relation to the First Tranche, Admission becoming effective by not
later than seven (7) days only after receipt of the First Tranche cash
consideration (or such later time and/or date as the Company may determine).

·    On receipt of the First Tranche consideration the Company will
promptly issue notice of an EGM to be held to seek approval from its
Shareholders to increase the authorised share capital and refresh the
Company's authority to allot shares.

·   In relation to the Second Tranche, subject to receipt of the Second
Tranche consideration, Admission becoming effective by not later than seven
(7) days after approval is received from Shareholders at an EGM to increase
the authorised share capital and refresh the Company's authority to allot
shares (or such later time and/or date as the Company may determine).

 

 The new Subscription Letter includes board representation rights as
previously announced.

 

Mike Luther, Founder and Chairman of Verde Corporation, commented:

 

"We remain 100% committed to this strategic investment into EQTEC that has,
unfortunately, taken longer to complete than we originally envisaged.
Peripheral matters that required completing as part of Verde's investment
Group have now, finally, closed and so allowing us to move forward towards
concluding this transaction with EQTEC. We are already working within our
network on collaboration opportunities to enhance the profile of the company
in the USA."

 

David Palumbo, CEO of EQTEC plc, commented:

"Whilst the delays in completing this subscription have been frustrating for
all, Verde have kept us appraised of matters throughout the process and we
look forward, once this transaction closes, to being able to move at pace to
explore strategic opportunities."

 

The agreement for conversion of debt into equity by significant shareholders
Pitcole Limited and Altair Group Investment Limited, along with the
undertaking by YA-RF Lenders not to convert the remaining £600,000 syndicated
facility, until after 30 June 2024, remains in place as previously announced.

 

While the Company has remained in contact with Verde throughout this process,
the Directors remind shareholders that until have funds have been received,
Admission will not take place and the Subscription will not complete.  A
further update announcement will be made in due course, including confirmation
of the admission date of the First Tranche Shares and the Conversion Shares.

 

Terms in this announcement have the same meaning as defined in the Company's
announcement on the Subscription on 13 February 2024, unless otherwise stated.

 

This announcement contains inside information as defined in Article 7 of the
EU Market Abuse Regulation No 596/2014, as it forms part of United Kingdom
domestic law by virtue of the European Union (Withdrawal) Act 2018, as
amended, and has been announced in accordance with the Company's obligations
under Article 17 of that Regulation.

 

ENQUIRIES

 

 EQTEC plc                                      +44 20 3883 7009

 David Palumbo / Jeffrey Vander Linden

 Strand Hanson - Nomad & Financial Adviser      +44 20 7409 3494

 James Harris / Richard Johnson

 Fortified Securities - Broker                  +44 20 3411 7773

 Guy Wheatley

 Global Investment Strategy UK Ltd - Broker     +44 20 7048 9045

 Samantha Esqulant

 

About EQTEC

 

As one of the world's most experienced thermochemical conversion technology
and engineering companies, EQTEC delivers waste management and new energy
solutions through best-in-class innovation and infrastructure engineering and
value-added services to owner-operators. EQTEC is one of only a few technology
providers directly addressing the challenge of replacing fossil fuels for
reliable, baseload energy. EQTEC's proven, proprietary and patented technology
is at the centre of clean energy projects, sourcing local waste, championing
local businesses, creating local jobs and supporting the transition to
localised, decentralised and resilient energy systems.

 

EQTEC designs, specifies and delivers clean, syngas production solutions in
the USA, EU and UK, with highly efficient equipment that is modular and
scalable from 1MW to 30MW. EQTEC's versatile solutions process 60 varieties of
feedstock, including forestry waste, agricultural waste, industrial waste and
municipal waste, all with no hazardous or toxic emissions. EQTEC's solutions
produce a pure, high-quality synthesis gas ("syngas") that can be used for the
widest range of applications, including the generation of electricity and
heat, production of renewable natural gas (through methanation) or biofuels
(through Fischer-Tropsch, gas-to-liquid processing) and reforming of hydrogen.

 

EQTEC's technology integration capabilities enable the Group to lead
collaborative ecosystems of qualified partners and to build sustainable waste
reduction and green energy infrastructure around the world.

 

The Company is quoted on the London Stock Exchange's Alternative Investment
Market (AIM) (ticker: EQT) and the London Stock Exchange has awarded EQTEC the
Green Economy Mark, which recognises listed companies with 50% or more of
revenues from environmental/green solutions.

 

Further information on the Company can be found at www.eqtec.com
(http://www.eqtec.com/) .

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