TIDMSPAQ
RNS Number : 7568K
Spinnaker Acquisitions PLC
06 September 2021
6 September 2021
Spinnaker Acquisitions Plc
("SPAQ" or the "Company")
Directorate Changes and Issue of Equity
Spinnaker Acquisitions plc, a company formed for the purpose of
undertaking an acquisition or acquisitions of an interest in a
company, business or asset operating in the sustainability and/or
energy transition sectors, is pleased to announce the appointment
of two new non-executive directors and their associated
subscriptions in the Company.
Claudia Stiljen and Stefania Barbaglio have been appointed as
non-executive directors of the Company with effect from 6 September
2021.
Claudia Stijlen
Claudia is a Dutch national, currently resident in Amman,
Jordan, where she operates as an independent Environmental, Social
and Governance (ESG) consultant for companies based in Europe and
the Middle East.
Recent assignments include supporting the implementation of the
recommendations of the TaskForce for Climate Related Financial
Disclosures (TCFD) for a major global pharmaceuticals business and
consulting in growth strategy, streamlining systems and processes
to support business development, financial management and
operational efficiency.
Claudia has knowledge of and experience ensuring green economy
accountability through the Sustainable Development Goals, Global
Reporting Initiative (GRI) and CDP for sustainability reporting or
implementation of the recommendations of the Taskforce for Climate
related Financial Disclosures. She was awarded an MBA in
Sustainability Management from Sustainability Management School in
Switzerland in 2018.
Until 2017, and prior to her work in sustainability management,
Claudia held several senior commercial positions within Shell, the
most recent of which was Head of Contracting & Procurement at
the Pernis refinery in Rotterdam, The Netherlands.
Save for her appointment as a director of the Company, Claudia
has no current or recent statutory directorships or
partnerships.
Stefania Barbaglio
Stefania is a London-based entrepreneur, business strategist,
reputation specialist, and well-recognized PR and Investor
Relations expert who has advised a range of private and listed
companies across many sectors, including new technologies, fashion,
energy and natural resources, finance and healthcare with a focus
on innovation and sustainability. She is a consultant of
international blockchain companies, leading business strategies and
marketing activities.
She is the Founder and Director of London-based boutique
Investor & Public Relations agency Cassiopeia Services Ltd.
Before starting Cassiopeia, Stefania's experience spanned PR,
financial journalism and TV production for mainstream media
including Bloomberg, BBC and leading in-house Investor Relations
& PR departments. She is a dual Italian-British national.
Stefania is currently a director of Cassiopeia Services Ltd,
Steffyb Ltd and Northphoenix Ltd. In the last 5 years, Stefania has
been a director of Rossorapa UK Ltd and Aroca Import & Export
Ltd and a partner of Cassiopeia Partners LLP.
Except as included within this announcement, there are no
further matters about Claudia or Stefania that are required to be
disclosed.
Commenting on the appointments, Chairman of SPAQ, Andy Morrison
said;
I am very pleased to welcome Claudia and Stefania to the board
as directors of the Company. Claudia will bring valuable experience
and green economy delivery capacity to our screening and selection
of potential acquisition targets and Stefania will strengthen our
ability to originate deals as well as continuing to deliver her
well-established PR and IR expertise.
Together, their appointments demonstrate our commitment to good
corporate governance and to our diversity of thinking.
Issue of Equity
The appointments of Claudia and Stefania are on the same terms
as for other directors, meaning that no fees are payable for their
duties as a director prior to completion of an acquisition, to
conserve as much cash as possible for investment by SPAQ.
To further align interests with existing directors and those of
shareholders, Claudia and Stefania (through her company, Cassiopeia
Services Ltd) have subscribed for 400,000 and 120,000 ordinary
shares in the capital of the Company respectively (the Subscription
Shares) at a price of 12.5 pence per share (the Subscription). The
Subscription is conditional on admission of the Subscription Shares
to the Standard Segment of the Official List and to trading on the
London Stock Exchange plc's main market for listed securities
(Admission). The Company has granted Claudia and Stefania a warrant
over one new ordinary share in the capital of the Company for every
two Subscription Shares subscribed for. The warrants will be
exercisable from Admission at 20.0 pence per share. The warrants
have the same terms as for the warrants issued at admission and set
out in the prospectus.
The subscription price is a 25% premium to the IPO price of
10.0p per share and a discount of [20.0%] to the closing mid-market
price on [xx] September 2021.
Claudia and Stefania have entered into a lock-in and orderly
market agreement with the Company and SI Capital Ltd as the
Company's broker, pursuant to which they have agreed to not sell or
otherwise dispose of their ordinary shares in the Company until 28
July 2022 (subject to certain exemptions) and then to be subject to
a further 12 month orderly market period in respect of their
shareholdings.
Before and following Admission of the Subscription Shares, the
interests of Claudia and Stefania and their related parties (if
any) in the Company are set out in the table below;
Prior to Admission Following Admission
Claudia Stijlen Nil 400,000 ordinary shares
200,000 warrants
------------------------ ------------------------
Stefania Barbaglio 250,000 ordinary shares 370,000 ordinary shares
75,000 warrants 135,000 warrants
175,983 options 175,983 options
------------------------ ------------------------
Stefania's ordinary shares and warrants in the Company are held
by her company, Cassiopeia Services Ltd.
Application will be made for admission of the Subscription
Shares to the Standard Segment of the Official List and to trading
on the London Stock Exchange plc's main market for listed
securities. Admission to trading of the Subscription Shares is
expected to be on approximately 10 September 2021. Following
Admission, the Company will have 22,630,060 ordinary shares in
issue, each with one voting right. Therefore, the total number of
voting rights in the Company is 22,630,060 and this figure 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.
Finance Director Alan Hume added;
The substantive subscription by new directors, carried out at a
premium to the IPO fund-raising is a strong validation of the cash
shell model established by SPAQ.
Enquiries
Andrew Morrison
Non-Executive Chairman +44 7980 878561
Spinnaker Acquisitions Stefania Barbaglio
plc PR & Investor Relations +44 7949 690338
SI Capital Ltd Nick Emerson +44 (0) 1483 413 500
(Company Broker) Jon Levinson +44 (0) 20 3143 0600
Cassiopeia Services
Ltd
(PR & Investor Relations) Stefania Barbaglio +44 7949 690338
About Spinnaker Acquisitions Plc
Spinnaker Acquisition is a purpose-built cash shell investing
within the sustainability and energy transition sector, offering
its acquisition target a route to a public listing that is an
alternative to an IPO. Its strategy is to invest in a revenue
generating, tech driven, scalable business with a highly skilled
and committed management team and operating in a sector eligible
for the London Stock Exchange Green Economy Mark. The Company is
led by a team of experienced entrepreneurs and professionals within
public markets and the model has maximum alignment with
shareholders.
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END
BOAEALNSEENFEFA
(END) Dow Jones Newswires
September 06, 2021 02:00 ET (06:00 GMT)
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