Placing and director deals

RNS Number : 4257T

Inspirit Energy Holdings PLC

17 July 2015

 



Inspirit Energy Holdings plc

("Inspirit Energy", "Inspirit" or the "Company")

Placing and director deals

Inspirit Energy Holdings plc, the AIM listed developer of micro combined heat and power boilers, is pleased to announce that it has raised £365,000 through the placing (the "Placing") of 77,659,570 ordinary shares of 0.1 pence each in the share capital of the Company ("Ordinary Shares") at 0.47 pence per Ordinary Share (the "Placing Shares").  

The Company announced on 15 June 2015 that it had commenced construction of its first verification boiler and that it intended to ship the verification unit to Enertek International Ltd. ("Enertek") (www.enertekinternational.com) for testing the unit's conformance with the European gas appliance directive. Once the unit is accredited under this directive, the Company intends to commence field trials. The proposed placing will raise working capital to fund the company's development through this phase.

David Lenigas, the Company's Non-Executive Chairman, commented:

"As reported in the announcement of 15^th June the verification unit is currently being put through a testing regime at the Company's Sheffield development facility. All testing results are matching the design team's criteria and are in-line with expectations.

Following final in-house testing, it will be transferred to the independent consultants, Enertek for validation of its conformance with the European Gas Appliance Directive. This process is aimed at achieving 'Unit Approval' through BSI validation and certification to ensure that it meets all the statutory requirements to allow its installation in commercial premises for trial purposes."

Director deals

John Gunn, the Company's Chief Executive Officer, will participate in the placing by investing £75,000. Of this investment, £50,000 will be invested by Global Investment Strategy UK Limited ("GIS") which is a 100% owned subsidiary of Octagonal Plc (OCT) of which John Gunn is Chief Executive Officer and  52.44 per cent shareholder, as a conversion into Placing Shares of an existing loan, and £25,000 will be invested by John Gunn directly in the Placing.

David Lenigas will also participate in the placing by converting an existing loan of £50,000 into Placing Shares.

In addition, John Gunn has transferred, for nil consideration, 18,769,200 Ordinary Shares to former investors in Disenco Limited, the company which originally developed the Inspirit technology.

As a result of the above transactions, John Gunn will be interested directly and indirectly through GIS/ OCT in 355,029,580 Ordinary Shares representing 45.59 per cent. of the Company's enlarged issued share capital and David Lenigas will hold 16,638,297 Ordinary Shares representing 2.14 per cent. of the Company's enlarged issued share capital.

Related Party Transaction

The participation in the Placing by John Gunn and David Lenigas, both Directors of the Company, is classified as a transaction with a related party for the purposes of the AIM Rules. In accordance, therefore, with the AIM Rules, the independent directors of the Company, having consulted with the Company's nominated adviser, Westhouse Securities Limited, consider that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.

Application has been made for the 77,659,570 Placing Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will occur on or about 23 July 2015. The shares will rank pari passu in all respects with the existing Ordinary Shares of the Company.

Total voting rights

Following admission of the Placing Shares, the Company's enlarged issued share capital will comprise 778,806,857 Ordinary Shares. The Company does not hold any shares in treasury. This figure of 778,806,857 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.

For further information please contact:

Inspirit Energy Holdings plc	www.inspirit-energy.com
David Lenigas, Chairman	[phone]
John Gunn, Executive Director	[phone]
Nilesh Jagatia, CFO	[phone]
Westhouse Securities Limited	[phone]
Antonio Bossi / David Coaten
Beaufort Securities
(Joint Broker)
Jon Levinson / Saif Janua/ Elliot Hance	[phone]
Public Relations:
Square1 Consulting
David Bick/Mark Longson	[phone]

About Inspirit Energy Holdings plc:

Inspirit Energy Holdings plc, is developing and commercialising a highly efficient micro combined heat and power (mCHP) boiler for the commercial and residential markets. The boiler is specifically designed to meet the challenge of reduced carbon energy supply and is capable of running on natural gas, LPG and Bio Fuels. The appliance produces hot water (for tap water or central heating) and electrical output simultaneously. The installation can be of single or multiple configuration and its high operating efficiency together with the off-set of electricity costs provides a very attractive investment payback proposition.

Inspirit intends to explore opportunities to licence out the underlying technology and the Directors believe that in some instances, the patents owned by Inspirit may be also used in the development of products other than a mCHP appliance. A prototype of the appliance has been independently tested and shown to be capable of simultaneous generation of up to 15kW thermal and up to 3kW electrical output. Once development of the appliance has been completed and commercialised, the Directors expect that the appliance will initially be marketed in the UK and Europe and eventually worldwide. Additional revenue streams may be possible through product licensing, sales of warranties and further development of the product. 

 

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