Powerhouse Energy
Group plc
Strategic Placing
to raise £10 million
Powerhouse Energy Group plc (AIM: PHE) ("Powerhouse" or the
"Company"), the sustainable hydrogen company pioneering
hydrogen production from waste plastic, is pleased
to announce it has raised £10 million, before expenses, by way
of a Placing at 5.5p per share ("Issue Price") (the “Placing” or
“Fundraising”). The Placing was arranged by Turner Pope Investments
Ltd (TPI) and was oversubscribed.
The Directors have undertaken the Fundraising to provide funds
that they believe will expedite signifcantly financial close of the
funding of the first commercial scale DMG installation utilising
the Company’s technology, which is targetted to be reached during
the first quarter of 2021. The Directors’ view is that completion
of this first reference site will be extremely commercially and
strategically important to the Company, not least as a springboard
for overseas sales and marketing.
A total of 181,818,182 new Ordinary Shares of 0.5p in the
capital of the Company ("Ordinary Shares") have been placed at the
Issue Price ("Placing Shares") with an institutional investor and a
small number of Turner Pope’s private clients, as well as the White
Family (the Company's largest shareholder), raising £10 million,
before expenses.
Related Party Transaction
The White Family is a long-term supporter of the Company and is
investing approximately £2.6 million in the Fundraising. The
participation by the White Family is considered a related party
transaction under the AIM rules as the White Family (constituting
Howard White, Ben White, Josh
White and Serena Eden
Reyes-White) currently holds 26.05% percent of the share
capital. Following the Fundraising, the White Family will hold
1,015,045,935 Ordinary Shares representing 26.05% held by the
individual White Family members as follows:
Josh White –
377,746,610 Ordinary Shares
Ben White –
247,775,210 Ordinary Shares
Serena White-Reyes – 211,459,086
Ordinary Shares
Howard White – 178,065,029
Ordinary Shares
The Directors of the Company, having consulted with WH Ireland,
the Company’s Nominated Adviser, consider the terms of this
transaction to be fair and reasonable insofar as shareholders are
concerned.
Use of funds
The Company will use the net funds from the Fundraising to
advance the project procurement and delivery of long lead items
before the formal financial close of the first commercial scale DMG
installation , thereby protecting the targeted timeline for the
Company, and advancing the completion of the Company’s DMG
technology. This will allow the Company to complete negotiations
rapidly for the Special Project Vehicle (“SPV”) to be established
to deliver the Protos plant. Powerhouse will apply the net funds
from the Fundraising to invest alongside Peel NRE Environmental
Limited. By providing investment for this SPV, the Company believes
that financial close will be significantly expedited.
This investment in the Protos SPV will give the Company access
to extra revenue via participation at project level on the first
commercial deployment, rather than simply as licensor of the DMG
technology, and will allow Powerhouse to significantly advance its
overall business plan. Importantly, commissioning the first
commercial unit will provide a reference site for potential
overseas customers and partners. It will also provide the Company
with greater beneficial technical exposure in the project delivery
phase.
The Directors consider that these steps are beneficial for the
Company's future and are likely to bring forward the date on which
licence fee income, which is expected to constitute the principal
portion of the Company's future revenue, will start to be
received.
Commenting, Tim Yeo, Executive Chairman of Powerhouse,
said:
"This is a very exciting step forward and a great start to 2021.
It demonstrates how our Company is getting down to business. In
addition the Warrant granted to Peel Holdings (IoM) Limited on
9 September 2020 ("Peel Warrant") is
exercisable for a period of six months from the date when financial
close is reached on Protos.
“The exercise of the Peel Warrant would bring a further £10.2
million of cash into Powerhouse. Together with the proceeds of this
Fundraising, the exercise of the Peel Warrant would place our
Company on a very secure financial footing and facilitate the
deployment of our technology internationally, helping to accelerate
a clean energy transition and provide a solution to non-recylable
plastic."
David
Ryan, CEO of Powerhouse, said:
“My overriding priority is to bring Powerhouse’s first project
to operation soonest. The completed plant would enable future
customers worldwide to see the DMG technology delivering the
reality of waste plastic regenerated to hydrogen, realising the
predicted technology environmental and commercial benefits. This
investment will allow Powerhouse and Peel to deliver this reality
sooner and I consider it as an obvious step for the Company to make
in these challenging times.”
Admission to trading on AIM
Further to the Fundraising, the Company is
issuing 181,818,182 Ordinary Shares. Application
will be made for the admission of 181,818,182 Ordinary
Shares to trading on AIM (“Admission”) and it is expected that this
will occur on or around 21 January
2021. These shares will rank pari passu in all respects with
the Company's existing issued Ordinary Shares.
Subsequent to the issue of Ordinary Shares, the Company will
have 3,896,918,875 Ordinary Shares in issue with voting rights.
Powerhouse has no shares in Treasury, therefore 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 in their interest in, the
share capital of the Company under the FCA's Disclosure and
Transparency Rules.
Broker Warrants
TPI has been issued with 9,090,910 warrants to subscribe for new
Ordinary Shares at the Issue Price, exercisable for a period of
three years from Admission.
ENDS
For more information, contact:
Powerhouse Energy Group
plc |
Tel: +44 (0) 203 368 6399 |
Tim Yeo, Executive
Chairman |
|
|
|
WH Ireland Limited (Nominated
Adviser) |
Tel: +44 (0) 207 220 1666 |
James Joyce/ Lydia Zychowska |
|
|
|
Turner Pope Investments Ltd
(Joint Broker) |
Tel: +44 (0) 203 657 0050 |
Andrew Thacker |
|
|
|
SisterSmith PR
(media enquiries)
Becca Smith |
Mob: +44 (0)
7766522305 |
Notes for editors:
About Powerhouse Energy Group plc
Powerhouse, the sustainable hydrogen company, has developed a
proprietary process technology – Distributed Modular Generation
(DMG®) - which can utilise waste plastic, end-of-life-tyres, and
other waste streams to efficiently and economically convert them
into syngas from which valuable products such as chemical
precursors, hydrogen, electricity and other industrial products may
be derived. Powerhouse's technology is one of the world's first
proven, distributed, modular, hydrogen from waste (HfW)
process.
The Powerhouse DMG® process can generate up to 2 tonnes of
road-fuel quality hydrogen and more than 58MWh of exportable
electricity per day.
Powerhouse's process produces low levels of safe residues and
requires a small operating footprint, making it suitable for
deployment at enterprise and community level. As announced on
11th February 2020 under its
Supplemental Agreement with Peel Environmental, Powerhouse will
receive an annual license fee of GBP500,000 in respect of each project which is
commissioned.
Powerhouse is quoted on the London Stock Exchange's AIM Market
under the ticker: PHE and is incorporated in the United
Kingdom.
For more information see www.powerhouseenergy.net