REG - Windar Photonics PLC - Trading Update & £20m Share Subscription Facility

Windar PhotonicsAnnouncement

Today 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260415:nRSO4804Aa&default-theme=true

RNS Number : 4804A  Windar Photonics PLC  15 April 2026

This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

15 April 2026

 

("Windar" or the "Company")

 

 

Trading Update, £20 Million Share Subscription Facility, Distribution
Agreement

 & CEO Appointment Update

 

 

Windar Photonics plc (AIM: WPHO), the technology group that has developed a
LiDAR wind sensor and software suite designed to monitor and optimise wind
turbine performance across multiple turbine platforms, today announces:

 

·    Record number of new test orders in Q1 2026

·    FY 2026 guidance supported by a significant pipeline

·    £20 million Share Subscription Facility agreed with GEM Global Yield
LLC SCS

·    Distribution partnership with Resolux, a leading wind turbine
component supplier in Brazil

·    Final stages of CEO appointment

 

Q1 2026 Trading

 

The Company has had its strongest ever first quarter in terms of new test
order activity. Windar is currently engaged in, or about to commence, ten
tests simultaneously across Asia, Europe, Australia and North America. The
Independent Power Producers ("IPPs") commissioning these tests together
operate more than 10,000 turbines - making this by far the most extensive
concurrent testing programme in the Company's history. We are confident this
programme establishes a strong foundation for meaningful new sales revenue
from the second half of 2026.

 

FY 2026 Outlook

 

The Company expects to deliver revenue of at least €7.8m in FY 2026,
representing growth of at least 22% over the prior year, with Adjusted EBITDA
of at least €0.5m.

 

This guidance reflects confirmed visibility across our current pipeline and is
based on conversion of 50% of our ten active test orders - a threshold we are
confident in achieving. It does not include additional revenue opportunities
currently being pursued, nor the contribution from the upcoming launch of our
Turbine Performance Management software. Both represent meaningful potential
upside to the numbers stated here.

 

As we have noted previously, revenue in any given period can be significantly
influenced by the timing of large individual orders, a characteristic of the
sector rather than the business. Where order timing accelerates, revenue could
be substantially higher than the figures stated above.

 

FY 2025 Results

 

For the twelve months to 31 December 2025, the Company expects to report
(subject to audit), record revenue of €6.4m representing growth of
approximately 39% over 2024. This performance is expected to lead to a 20%
reduction in EBITDA loss to €0.4m compared to the prior year whilst also
continuing to be backed by a strong balance sheet with net cash of €4.4m as
at 31 December 2025. Full year results will be announced in May 2026.

 

£20 Million Share Subscription Facility

 

The Company has signed a binding agreement with GEM Global Yield LLC SCS
("GEM") for the implementation of a Share Subscription Facility ("SSF") with a
total commitment from GEM of up to £20 million.

 

GEM is an investment vehicle of Global Emerging Markets, a $3.4 billion
alternative investment group with offices in Paris, New York,
and Nassau (Bahamas). Global Emerging Markets manages a diverse set of
investment vehicles focused on emerging markets and has completed over 570
transactions in 70 countries. Each investment vehicle has a different degree
of operational control, risk-adjusted return, and liquidity profile. The
investment vehicles provide Global Emerging Markets and its partners with
exposure to: Small-Mid Cap Management Buyouts, Private Investments in Public
Equities and select venture investments.

 

For more information: http://www.gemny.com (http://www.gemny.com)

 

Under the terms of the SSF, Windar has the right, but not the obligation, to
draw down capital periodically over a three-year period by issuing new shares
to GEM. The Company retains full control over the timing and amount of any
drawdown. Future subscription prices will correspond to 90% of the average
closing bid prices on the London Stock Exchange during the 15 trading days
following each drawdown notice. In connection with the SSF, the Company has
issued warrants enabling GEM to purchase up to 5,500,000 ordinary shares at a
strike price of £0.75 per share. In addition, Windar has paid a commitment
fee of £400,000 to GEM Yield Bahamas Limited, an affiliate of GEM, which it
has satisfied by the issue of 1,510,004 ordinary shares in the Company (the
"Fee Shares").

 

The SSF has been structured to give Windar the financial flexibility to fulfil
large orders and accelerate commercial growth without the delays or dilution
risk associated with traditional equity raises. The Company's existing cash
position remains strong; the SSF ensures that capital availability will not
constrain Windar's ability to convert the current pipeline into revenue.

 

Distribution Agreement - Brazil

 

The Company has entered into a distribution agreement with Resolux, marking
its first formal route to market in Brazil. Resolux is a globally recognised
supplier of electrical and mechanical components to the wind industry, with an
established local presence and long-standing relationships with major wind
turbine manufacturers. Brazil's wind sector - currently comprising
approximately 9,300 onshore turbines across more than 800 wind farms -
represents one of the world's most dynamic growth markets for wind energy, and
Windar is well-positioned to capture that opportunity through this
partnership.

 

CEO Appointment

 

The Company has made good progress on the appointment of a new CEO and is in
the final stages of reaching agreement with its preferred candidate.

 

Admission and Total Voting Rights

 

Application has been made for the Fee Shares to be admitted to trading on AIM
("Admission"). Admission is expected to become effective on 16 April 2026.

 

Upon Admission, the Company's issued ordinary share capital will consist of
98,236,774 ordinary shares, none of which are held in treasury. The above
figure of 98,236,774 ordinary shares  may be used by shareholders in the
Company as the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change in their
interest in, the share capital of the Company under the FCA's Disclosure and
Transparency Rules.

 

David Lis, Executive Chairman, commented

 

"Our pipeline has never been stronger. Ten simultaneous test orders with IPPs
operating more than 10,000 turbines is a clear signal that the market is
taking our technology seriously, and our Q1 performance gives us real
confidence in the year ahead.

 

The GEM facility is an important step. Our cash position is solid, but access
to flexible capital on our terms - deployed when we choose, without the
friction of traditional fundraising - gives us the ability to move quickly
when large orders come in. GEM's support, backed by a $3.4 billion platform
and a 570-transaction track record, is a vote of confidence in both the
business and the opportunity in front of us.

 

We look forward to updating shareholders further when we announce our FY 2025
results in May."

 

 

  For further information, please contact:

 

 Windar Photonics plc
 David Lis, Interim Executive Chairman  Via Novella

 Søren Belmar, CFO / COO                Tel:  +45 53527276

 Zeus (Nominated Adviser and Broker)
 David Foreman / James Bavister         Tel: +44 (0) 20 3829 5000

 Novella Communications
 Tim Robertson / Aeliya Bilgrami        Tel: +44 (0) 20 3151 7008

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  TSTEANLLFSLKEFA



            Copyright 2019 Regulatory News Service, all rights reserved