REG - Powerhouse Energy Gp - £1.25m Placing, Options Grant, Retail Offer & TVR
14/03/2025 17:15
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RNS Number : 8096A Powerhouse Energy Group PLC 14 March 2025
Powerhouse Energy Group Plc
(the "Company" or "PHE")
14 March 2025
£1.25m Placing, Options Grant, Retail Offer and TVR
Powerhouse Energy Group Plc (AIM: PHE), a company pioneering integrated
technology that converts non-recyclable waste into low carbon energy with a
revenue generating engineering consulting division (Engsolve), is pleased to
announce that it has raised £1.25 million, before expenses, through a
placing of 250,000,000 new ordinary shares of 0.5p each in the capital of the
Company ("Ordinary Shares") (the "Placing Shares") at a price of 0.5p per
share ("Issue Price") (the "Placing"). The Placing was arranged by Hobart
Capital Markets LLP ("Hobart").
Use of Proceeds
The Directors have undertaken the Placing to facilitate an acceleration in
the Research and Development activities of the Company, in particular to fully
demonstrate the flexibility of the DMG process at the Company's Technology
Centre in Bridgend, as well as to allow the Company to increase the momentum
of its current project pipeline. Specifically, funds raised are expected to be
allocated approximately as below:
· Ballymena (£350k) - Progress option on site, undertake planning
and permitting activities, develop FEED package to allow tenders for EPCm;
· Australia (£50k) - Develop engineering package in parallel with
paid FEED (allowing further development via testing at PHE's Technology
Centre);
· Research and Development (£150k) - Continue work on development of
alternative outputs from DMG i.e. Liquids, sustainable aviation fuel (SAF),
etc as well as adding additional equipment to the feedstock testing unit (FTU)
process to prove at scale;
· Engsolve (£150k) - Grow engineering base to allow fuller support
of PHE projects i.e. detailed design, commissioning and pre-operation phases.
Also, to market Engsolve to a wider audience to increase revenues'
· Working capital, to include additional projects, sales and
marketing (£550k).
Retail Offering
PHE is making available a retail offering to its current shareholders of up to
25,000,000 new Ordinary Shares, on the same terms as the Placing to raise up
to a further £125,000 (the "Retail Offering"). The Retail Offering will be
available on BookBuild's platform from 4.30pm on 14 March 2025 to 4.30pm on 19
March 2025. Funds raised from the Retail Offering will be added to the working
capital allocation.
The Retail Offering and the Placing are being undertaken using existing share
authorities granted at the Company's most recent AGM.
A further announcement will be made at 07:00 on 20 March 2025 in relation to
the closing of the Retail Offering.
Admission to AIM
Application will be made to London Stock Exchange plc for the 250,000,000
Placing Shares to be admitted to trading on the AIM market of the London
Stock Exchange ("Admission"). It is currently anticipated that Admission will
become effective and that dealings in the Placing Shares will commence on AIM
at 8.00 a.m. on or around 28 March 2025. Application will separately be
made for the new Ordinary Shares issued pursuant to the Retail Offering to
take effect on the same date.
Total voting rights before effect of Retail Offer
On Admission, the Company will have 4,446,654,741 Ordinary Shares in issue,
each with one voting right. There are no shares held in treasury. Therefore,
the Company's total number of ordinary shares in issue and voting rights will
be 4,446,654,741 and this figure may be used by shareholders from Admission 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.
Issue of Warrants
As part of the Placing, one warrant will be issued to placees for every two
Placing Shares subscribed for, exercisable at 1.0p per share, and with an
expiry period of three years from today's date (the "Warrants"). As such,
125,000,000 Warrants will be issued. Warrants will not be issued to those that
participate in the Retail Offering.
Hobart are also to be granted warrants to acquire 7,500,000 Ordinary Shares,
with an exercise price of 0.5p, and an expiry period of three years from
today's date.
Award of Share Options
The remuneration committee agreed today, alongside the Placing, to grant the
following share options, under the Company's current share option scheme rules
to members of the board and the Company Secretary, to further encourage
incentivisation.
The new share options have an exercise price of 0.55p, being an approximate
10% premium to the Issue Price. The options will be structured to vest from
14 September 2025 and will lapse on the fifth anniversary of the date of
grant.
Directors and PDMRs included in the award are detailed in the table below:
Director / PDMR Current options held New options awarded Total options held
David Hitchcock, Chairman 15,000,000 10,000,000 25,000,000
Paul Emmitt, CEO 50,000,000 34,000,000 84,000,000
Ben Brier, CFO 40,000,000 27,000,000 67,000,000
Anthony Gale, Non- Executive Director 12,000,000 8,000,000 20,000,000
Hugh McAlister, Non- Executive Director 12,000,000 8,000,000 20,000,000
Karol Kacprzak, Non-Executive Director 12,000,000 8,000,000 20,000,000
Rose Herbert, Company Secretary 12,000,000 8,000,000 20,000,000
Total 153,000,000 103,000,000 256,000,000
David Hitchcock, Non-Executive Chairman of PHE, commented:
"We are delighted with the response we have received during this Placing.
The ability to raise these funds demonstrates faith in the Company's progress
and further enables the Company to progress its current project pipeline
whilst also sourcing and delivering new projects. We welcome our new
investors to the business and look forward to providing further updates in due
course."
Paul Emmitt, CEO of PHE, commented:
"This Placing comes at an opportune time for PHE, as the Company enhances
its commercial offerings, and will help take PHE forward into new agreements
The net funds will be applied to sensibly and constructively ensure PHE
continues on its journey towards full commercial scale DMGs and looks to
generate additional revenue streams through innovation whilst also
consolidating our staff and technology into one location."
For more information, contact:
Powerhouse Energy Group Plc +44 (0) 203 368 6399
Paul Emmitt, CEO
Strand Hanson Limited (Nominated & Financial Adviser) +44 (0) 207 409 3494
Ritchie Balmer / James Harris / Rob Patrick
SP Angel Corporate Finance LLP (Broker) +44 (0) 20 3470 0470
Stuart Gledhill / Adam Cowl
Tavistock (Financial PR) +44 (0) 207 920 3150
Simon Hudson / Nick Elwes / Saskia Sizen powerhouse@tavistock.co.uk (mailto:powerhouse@tavistock.co.uk)
About Powerhouse Energy Group plc
Powerhouse Energy has developed a process technology which can utilise waste
plastic, end-of-life-tyres, and other waste streams to convert them
efficiently and economically into syngas from which valuable products such as
chemical precursors, hydrogen, electricity, heat and other industrial products
may be derived. PHE's process produces low levels of safe residues and
requires a small operating footprint, making it suitable for deployment at
enterprise and community level.
PHE also incorporates Engsolve Ltd, which is a revenue generating business who
offer Engineering Services across all sectors with speciality services in the
development of new technologies and clean energy.
For more information see www.phegroup.com (http://www.phegroup.com)
The notifications set out below is provided in accordance with the
requirements of the EU Market Abuse Regulation.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name David Hitchcock
2 Reason for the notification
a) Position/status Non-Executive Chairman
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Exercise Price(s) Volume(s)
0.55p 10,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Paul Emmitt
2 Reason for the notification
a) Position/status Executive Director
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 34,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Ben Brier
2 Reason for the notification
a) Position/status Executive Director
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 27,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities/person closely
associated
a)
Name
Ben Brier
2
Reason for the notification
a)
Position/status
Executive Director
b)
Initial notification/ Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a)
Name
Powerhouse Energy Group plc
b)
LEI
213800MY7XIYS2BSC163
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
Options over Ordinary Shares of 0.5p each
GB00B4WQVY43
b)
Nature of the transaction
Grant of options
c)
Price(s) and volume(s)
Price(s) Volume(s)
0.55p 27,000,000
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Anthony Gale
2 Reason for the notification
a) Position/status Non-Executive Director
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 8,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Hugh McAlister
2 Reason for the notification
a) Position/status Non-Executive Director
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 8,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Karol Kacprzak
2 Reason for the notification
a) Position/status Non-Executive Director
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 8,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Rose Herbert
2 Reason for the notification
a) Position/status Company Secretary
b) Initial notification/ Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Powerhouse Energy Group plc
b) LEI 213800MY7XIYS2BSC163
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 Options over Ordinary Shares of 0.5p each
Identification code
GB00B4WQVY43
b) Nature of the transaction Grant of options
c) Price(s) and volume(s) Price(s) Volume(s)
0.55p 8,000,000
d) Aggregated information
- Aggregated volume Single transaction as in 4c) above
- Price
e) Date of the transaction 14 March 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
Single transaction as in 4c) above
e)
Date of the transaction
14 March 2025
f)
Place of the transaction
Outside a trading venue
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