Result of Oversubscribed Fundraising

RNS Number : 3251M

Haydale Graphene Industries PLC

20 September 2021

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD CONTRAVENE LOCAL SECURITES LAWS OR REGULATIONS.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN HAYDALE GRAPHENE INDUSTRIES PLC OR ANY OTHER ENTITY IN ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

UNLESS OTHERWISE INDICATED, CAPITALISED TERMS IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE DEFINITIONS SECTION INCLUDED IN THE APPENDIX TO THE COMPANY'S ANNOUNCEMENT OF 7.00 AM TODAY.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION, AS PERMITTED BY MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.

20 September 2021

HAYDALE GRAPHENE INDUSTRIES PLC

("Haydale", the "Company" or the "Group")

Result of Oversubscribed Fundraising

Haydale, the global technologies group and service provider that facilitates the integration of graphene and other nanomaterials into the next generation of industrial materials and commercial technologies, announces that further to its announcement at 7.00 a.m. today (the "Launch Announcement"), it has successfully completed the Fundraising which was oversubscribed, and is now closed.

The Fundraising has raised £5.1 million (gross) through the retail offer, placing and subscription of 85,055,893 new Ordinary Shares, all at an Issue Price of 6 pence per share.

The funds raised by the Fundraising will be used predominantly to fund general working capital needs of the business, support the scaling up of manufacturing capacity at the Ammanford site and drive forward product rollout into the US market.

Director Participation

Certain Directors of the Company, have subscribed for an aggregate of 590,477 New Ordinary Shares through the Subscription and the Placing. It is expected that the Directors' interests following completion of the Fundraising (assuming all the New Ordinary Shares are issued) will be as follows:

Director	No. of New Ordinary Shares to be acquired pursuant to the terms of the Placing and Subscription	Aggregate value at Issue Price (£)	Resulting holding following Admission	% of enlarged issued voting share capital
David Banks	151,191	9,071	3,250,000	0.64%
Keith Broadbent	166,667	10,000	952,381	0.19%
Mark Chapman	189,286	11,357	750,000	0.15%
Theresa Wallis	83,333	5,000	511,904	0.10%

Certain Substantial Shareholders, namely Quilter and Anthony Best, have participated in the Fundraising for an aggregate of 10,916,667 New Ordinary Shares through the Subscription and Placing. It is expected that the Shareholders' interests following completion of the Fundraising (assuming all the New Ordinary Shares are issued) will be as follows:

Shareholder	No. of New Ordinary Shares to be acquired pursuant to the terms of the Placing and Subscription	Aggregate value at Issue Price (£)	Resulting holding following Admission	% of enlarged issued voting share capital
Quilter plc	6,750,000	405,000	51,890,917	10.17%
Anthony Best	4,166,667	250,000	47,778,571	9.36%

Related Party Transaction

David Banks, Keith Broadbent, Mark Chapman and Theresa Wallis, as Directors of the Company, are accordingly classified as Related Parties under the AIM Rules for Companies and their participation in the Placing and Subscription therefore constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies.

Quilter and Anthony Best are Substantial Shareholders as defined by the AIM rules and are classified as related parties under the AIM Rules for Companies. Their participation in the Placing and Subscription therefore constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies.

Accordingly, Graham Eves being the independent director, considers, having consulted with Arden Partners plc, the Company's Nominated Adviser, that the terms of participation for the Directors, and Substantial Shareholders, in the Fundraising are fair and reasonable insofar as Shareholders are concerned.

Admission and Total Voting Rights

The Retail Offer, Placing and Subscription of the 85,055,893 New Ordinary Shares is conditional on Admission and is being carried out within the Company's existing share authority to issue Ordinary Shares for cash.

It is expected that the New Ordinary Shares will be admitted to trading on AIM at 8.00 a.m. on or around 23 September 2021 (or such later date as may be agreed between the Company and Arden, but no later than 30 September 2021).

Following the Admission, the total number of Ordinary Shares in the Company in issue will be 510,335,691. The Company holds no Ordinary Shares in Treasury. This figure may be used by Shareholders 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.

Defined terms in this announcement shall have the same meaning as in the Launch Announcement unless otherwise specified.

Further enquiries:

Haydale Graphene Industries plc		Tel: [phone]
Keith Broadbent		Chief Executive Officer
Arden Partners		Tel: [phone]
Paul Shackleton		Corporate Finance
Simon Johnson		Corporate Broking

The notifications below are made in accordance with the requirements of the EU regulation on market abuse which forms part of UK law by virtue of the European Union (Withdrawal) Act 2018.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	a)  David Banks b)  Keith Broadbent c)  Mark Chapman d)  Theresa Wallis
2	Reason for the notification
a)	Position/status	a)  Non-Executive Chairman b)  CEO c)  CFO d)  Non-Executive Director
b)	Initial notification /Amendment
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Haydale Graphene Industries plc
b)	LEI	213800KNULBQFF25IE72
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	Ordinary Shares of 2p each ISIN: GB00BKWQ1135
b)	Nature of the transaction	Subscription for new shares
c)	Price(s) and volume(s)
			Price(s)	Volume(s)
			a)  6p b)  6p c)  6p d)  6p	151,191 166,667 189,286 83,333
d)	Aggregated information
		n/a - single transaction
e)	Date of the transaction	20 September 2021
f)	Place of the transaction	London Stock Exchange, AIM

 

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