REG - Libertine Holdings - Financing Update

Libertine HoldingsAnnouncement

01/07/2024 07:00

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RNS Number : 4817U  Libertine Holdings PLC  01 July 2024

1 July 2024

This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018 ("MAR").

Libertine Holdings PLC

("Libertine" the "Company" or the "Group")

Financing Update

Change of Name of Nominated Adviser and Broker

The board of directors of Libertine Holdings PLC (LSE AIM: LIB), a developer
of Linear Generator technology, provides an update regarding the Proposed
Investment further to its announcement on 20 June 2024 ("Announcement").

 

The Company and the Equity Investors have now concluded their due diligence.
The Company has consequently entered into conditional subscription agreements
with each of the Equity Investors which, further to the previous Announcement,
is for a total investment of £2.0 million at 1.5 pence per Ordinary Share in
the Company ("Proposed Investment"). The Equity Investors are expected to
deposit funds into an escrow account in the coming days. Subject to the
receipt of such funds into an escrow account the Company intends to publish a
circular to shareholders and convene a general meeting in order to meet
conditions set out in this announcement.

 

The Proposed Investment would result in the issue of, in aggregate, up to
133,333,332 Ordinary Shares to the Equity Investors ("Subscription Shares")
which would result in the Equity Investors holding up to c.49% of the enlarged
issued share capital of the Company, absent any additional equity raise.

 

The Equity Investors are Corporate International Financial Services Limited
("CIFSL"), based in New Delhi, India, and Reliant FZCO, based in Dubai, UAE.
CIFSL was founded in India in 1994 and specialises in asset-backed lending and
investments in green energy, fintech, education and hospitality. Reliant FZCO
was founded in 2021. The Equity Investors believe that their strategic
partnership with Libertine presents an opportunity for all parties to further
mutual interests in the development and growth of Linear Generator technology
in key global regions.

 

The Proposed Investment, if successful and received in full, would provide the
Company with sufficient funding to approximately June 2025. The Company may
seek to conduct a further raise potentially from new and existing investors to
provide it with additional working capital beyond this point. Notwithstanding
this position, the Company believes it will still likely require additional
funds beyond June 2025 for further working capital purposes, given the Company
is not expecting to achieve a breakeven position in this timeframe.

 

The Proposed Investment is subject to, amongst other things: (i) receipt of
funds in an escrow account; (ii) the Takeover Panel agreeing to waive the
obligation under Rule 9 of the City Code on Takeovers and Mergers ("Takeover
Code") to make a mandatory offer for the entire issued share capital of the
Company, subject to the approval of the independent shareholders; and (iii)
the Company obtaining the necessary shareholder authorities at a general
meeting of shareholders of the Company to issue the Subscription Shares.

 

Should the Proposed Investment not complete as planned by mid-July 2024 the
Board may seek short-term funding from existing investors to support the
cancellation of admission of the Company's ordinary shares to trading on AIM
and re-registration as a private limited company in order to attempt to
undertake a solvent wind down of the Company. A further announcement will be
made in due course.

 

Defined terms in this announcement bear the same meanings as in the
announcement published by the Company on 20 June 2024 unless otherwise
indicated.

 

Change of Name of Nominated Adviser and Broker

 

The Company also announces that its Nominated Adviser and Broker has changed
its name to Panmure Liberum Limited following completion of its own corporate
merger.

 

For more information, please visit www.libertine.co.uk
(http://www.libertine.co.uk) or contact:

 Libertine Holdings PLC                               via Tavistock
 Sam Cockerill, Chief Executive Officer
 Gareth Hague, Chief Financial Officer

 Panmure Liberum (NOMAD and Broker)                   +44 20 7886 2500
 James Sinclair-Ford
 Dougie McLeod
 Hugh Rich (Corporate Broking)
 Rauf Munir

 Tavistock (Public Relations and Investor Relations)  +44 207 920 3150
 Rebecca Hislaire                                     libertine@tavistock.co.uk
 Saskia Sizen

 

About Libertine

Founded in 2009, Libertine provides technology platform solutions for Original
Equipment Manufacturers ("OEMs"), enabling efficient and clean power
generation from renewable fuels, and more effective energy storage devices and
gas compressor systems. Libertine was admitted to trading on the AIM market of
the London Stock Exchange in December 2021.

Libertine has created two technology platforms, each using the same core
technology elements, which the Company provides to its OEM customers for their
development of Linear Generator and Linear Motor products:

-       The intelliGEN™ platform enables the creation of clean, highly
efficient and fuel-flexible Linear Generator products including:

•      Heavy-duty hybrid powertrains of trucks, buses, tractors,
construction and mining equipment;

•      Medium and light-duty hybrid powertrains of commercial vehicles
operating over longer distances;

•      A proportion of the passenger automotive market where vehicle
use and recharging constraints are a barrier to battery electrification; and

•      A wide range of off-grid, portable power and distributed power
generation applications.

 

-       The HEXAGEN(TM) platform enables more effective energy storage,
thermal power generation, waste heat recovery and gas compression products
including:

•      Stirling Engine power generators and thermal energy storage
systems;

•      Linear motor reciprocating compressor (LMRC) systems for
hydrogen refuelling stations; and

•      Organic Rankine Cycle waste heat recovery systems.

 

These two platforms are a result of over a decade of development and
performance validation of Libertine's proprietary core technology elements
including its linear electrical machines, controls and developer tools, and
are protected by a broad international portfolio of over 40 granted patents,
with multiple further patents pending protecting recent developments.

The potential market for Linear Generator products goes well beyond the
distributed power generation applications where Linear Generators are already
in commercial use today, complementing intermittent renewable power with
clean, on-demand power generation. Linear Generators also have the potential
to complement battery electrification in hybrid powertrains, providing
on-board power generation to address the practical and economic barriers to
rapid adoption of clean electric propulsion using battery electric powertrain
technology alone.

Working with OEMs from an early stage in the development cycle ensures
Libertine's technology is effectively integrated into OEM products, maximising
the performance and economic benefits provided by Libertine's platform
technology. Libertine has developed a portfolio of over 30 granted patents in
addition to a significant body of technical know-how generated since the
Company's formation. The Company's senior management team and board includes
executives with decades of deep technical experience in the automotive and
energy industries.

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