REG - Libertine Holdings - Financing Update

Libertine HoldingsAnnouncement

16/07/2024 07:00

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RNS Number : 5590W  Libertine Holdings PLC  16 July 2024

16 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

The board of directors of Libertine Holdings PLC (LSE AIM: LIB), a developer
of Linear Generator technology, provides an update regarding the Proposed
Investment.

 

On 1 July 2024 the Company announced that the Equity Investors had concluded
their due diligence and that the Company had entered into conditional
subscription agreements with each of the Equity Investors for a total
investment of £2.0 million at 1.5 pence per Ordinary Share in the Company
("Proposed Investment"). The Proposed Investment, if successful and received
in full, would provide the Company with sufficient funding to June 2025.

 

The Equity Investors are in the process of depositing funds into either the
Company's UK bank account or into a UK escrow account. Due to the timing of
the processes required to transfer funds from UAE and India, the board
anticipates that a first subscription amount (the quantum of which is yet to
be confirmed) will be deposited into the Company's UK bank account or into a
UK escrow account by Reliant FZCO during July 2024 (the "First Subscription").
The board anticipates that the balance of the Proposed Investment will be
deposited by the Equity Investors in August 2024 (the "Second Subscription").
At this point in time, there can be no guarantee in relation to the timing of
the receipt of such funds.

 

Subject to the quantum and timing of the deposit of the First Subscription,
the Board may seek short-term funding ("Short-Term Funding") from new or
existing investors to support the finalisation of the First Subscription
should sufficient funds not be received into the Company's UK bank account or
into a UK escrow account by late-July 2024. There can be no guarantee that any
Short-Term Funding will be forthcoming.

 

Subject to the receipt of the First Subscription the Company intends to
publish a circular to shareholders ("Circular") and convene a general meeting
in order to meet the conditions of the Proposed Investment as set out further
in this announcement.

 

The aggregate 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.

 

As previously announced, the Proposed Investment is subject to, amongst other
things: (i) receipt of funds into the Company's UK bank account or into a UK
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.

 

Subject to demand, the Company may seek to conduct a further fundraise with
new and existing investors, alongside the Second Subscription, 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.

 

In the absence of any Short-Term Funding, the Proposed Investment or any other
funding, the Company can currently maintain its operations to mid-August 2024.

 

Should the Proposed Investment not complete as planned, the Board may seek 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 1 July 2024 unless otherwise
indicated.

 

 

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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