REG - Haydale Graphene Ind - Result of Oversubscribed Fundraising

Haydale Graphene IndustriesAnnouncement

20/09/2021 11:50

RNS Number : 3251M
  
Haydale Graphene Industries PLC
  
20 September 2021
  
 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD CONTRAVENE LOCAL SECURITES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN HAYDALE GRAPHENE INDUSTRIES PLC OR ANY OTHER ENTITY IN ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION. 
UNLESS OTHERWISE INDICATED, CAPITALISED TERMS IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE DEFINITIONS SECTION INCLUDED IN THE APPENDIX TO THE COMPANY'S ANNOUNCEMENT OF 7.00 AM TODAY.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION, AS PERMITTED BY MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION. 
20 September 2021
HAYDALE GRAPHENE INDUSTRIES PLC
("Haydale", the "Company" or the "Group")
Result of Oversubscribed Fundraising
Haydale, the global technologies group and service provider that facilitates the integration of graphene and other nanomaterials into the next generation of industrial materials and commercial technologies, announces that further to its announcement at 7.00 a.m. today (the "Launch Announcement"), it has successfully completed the Fundraising which was oversubscribed, and is now closed.
The Fundraising has raised £5.1 million (gross) through the retail offer, placing and subscription of 85,055,893 new Ordinary Shares, all at an Issue Price of 6 pence per share.
The funds raised by the Fundraising will be used predominantly to fund general working capital needs of the business, support the scaling up of manufacturing capacity at the Ammanford site and drive forward product rollout into the US market.
 
Director Participation
Certain Directors of the Company, have subscribed for an aggregate of 590,477 New Ordinary Shares through the Subscription and the Placing. It is expected that the Directors' interests following completion of the Fundraising (assuming all the New Ordinary Shares are issued) will be as follows:



Director


No. of New Ordinary Shares to be acquired pursuant to the terms of the Placing and Subscription


Aggregate value at Issue Price (£) 


Resulting holding following Admission


% of enlarged issued voting share capital




David Banks


151,191


9,071


3,250,000


0.64%




Keith Broadbent


166,667


10,000


952,381


0.19%




Mark Chapman


189,286


11,357


750,000


0.15%




Theresa Wallis


83,333


5,000


511,904


0.10%



 
Certain Substantial Shareholders, namely Quilter and Anthony Best, have participated in the Fundraising for an aggregate of 10,916,667 New Ordinary Shares through the Subscription and Placing. It is expected that the Shareholders' interests following completion of the Fundraising (assuming all the New Ordinary Shares are issued) will be as follows:



Shareholder


No. of New Ordinary Shares to be acquired pursuant to the terms of the Placing and Subscription


Aggregate value at Issue Price (£)


Resulting holding following Admission


% of enlarged issued voting share capital




Quilter plc


6,750,000


405,000


51,890,917


10.17%




Anthony Best


4,166,667


250,000


47,778,571


9.36%



 
Related Party Transaction
David Banks, Keith Broadbent, Mark Chapman and Theresa Wallis, as Directors of the Company, are accordingly classified as Related Parties under the AIM Rules for Companies and their participation in the Placing and Subscription therefore constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies.
 
Quilter and Anthony Best are Substantial Shareholders as defined by the AIM rules and are classified as related parties under the AIM Rules for Companies. Their participation in the Placing and Subscription therefore constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies.
 
Accordingly, Graham Eves being the independent director, considers, having consulted with Arden Partners plc, the Company's Nominated Adviser, that the terms of participation for the Directors, and Substantial Shareholders, in the Fundraising are fair and reasonable insofar as Shareholders are concerned.
 
Admission and Total Voting Rights
The Retail Offer, Placing and Subscription of the 85,055,893 New Ordinary Shares is conditional on Admission and is being carried out within the Company's existing share authority to issue Ordinary Shares for cash.
It is expected that the New Ordinary Shares will be admitted to trading on AIM at 8.00 a.m. on or around 23 September 2021 (or such later date as may be agreed between the Company and Arden, but no later than 30 September 2021).
Following the Admission, the total number of Ordinary Shares in the Company in issue will be 510,335,691. The Company holds no Ordinary Shares in Treasury. 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 Company under the FCA's Disclosure Guidance and Transparency Rules.
Defined terms in this announcement shall have the same meaning as in the Launch Announcement unless otherwise specified.
 
Further enquiries: 



Haydale Graphene Industries plc






Tel: 01269 842 946




Keith Broadbent






Chief Executive Officer


















Arden Partners






Tel: 0207 614 5900




Paul Shackleton 






Corporate Finance




Simon Johnson






Corporate Broking



 
The notifications below are made in accordance with the requirements of the EU regulation on market abuse which forms part of UK law by virtue of the European Union (Withdrawal) Act 2018.



1 
 


Details of the person discharging managerial responsibilities / person closely 
associated 
 




a) 
 


Name 
 


a)   David Banks
b)   Keith Broadbent
c)   Mark Chapman
d)   Theresa Wallis




2 
 


Reason for the notification 
 




a) 
 


Position/status 
 


a)   Non-Executive Chairman
b)   CEO
c)   CFO
d)   Non-Executive Director




b) 
 


Initial notification /Amendment 
 








3 
 


Details of the issuer, emission allowance market participant, auction platform, 
auctioneer or auction monitor 
 




a) 
 


Name 
 


Haydale Graphene Industries plc




b) 
 


LEI 
 


213800KNULBQFF25IE72




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 2p each
 
 
ISIN: GB00BKWQ1135


































b) 
 


Nature of the transaction 
 


Subscription for new shares




c) 
 


Price(s) and volume(s) 




























Price(s)


Volume(s)
















a)   6p
b)   6p
c)   6p
d)   6p
 


151,191
166,667
189,286
83,333






























d) 
 


Aggregated information 












n/a - single transaction














e) 
 


Date of the transaction 
 


20 September 2021




f) 
 


Place of the transaction 
 


London Stock Exchange, AIM



 
 
 
 
 

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