Result of Placing and Share Subscription

LifeSafe Holdings PLC

03 August 2023

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR A SOLICITATION TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL, INCLUDING THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA. NEITHER THIS ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, ANY SUCH OFFER, SOLICITATION OR COMMITMENT WHATSOEVER IN ANY OF THOSE JURISDICTIONS.

LifeSafe Holdings plc

("LifeSafe" or the "Company")

Result of Placing and Share Subscription

LifeSafe (AIM:LIFS), a fire safety technology business with innovative fire extinguishing fluids and fire safety products, announces that, further to its announcement of 7.00 a.m today, it has successfully completed and closed the Placing (a portion of which is conditional on Shareholder approval, as set out below) and Share Subscription to raise gross proceeds of £1.09 million.

The Placing and Share Subscription has raised, in aggregate, gross proceeds of £1.09 million through the placing of 2,574,465 Placing Shares to certain institutional and other investors and a subscription by certain other investors directly with the Company ("Share Subscription") of a further 378,378 new Ordinary Shares ("Subscription Shares") in each case at a price of 37 pence per share.

The Placing is being conducted in two tranches with the initial tranche of Placing Shares being issued under the Company's pre-existing share capital authorities and the second tranche of the Placing Shares being subject to the requisite shareholder approval at the Company's forthcoming General Meeting. The Placing Shares will be issued fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares.

A portion of the proceeds will be allocated towards stock procurement in the latter half of 2023 in order to enhance the Company's ability to fulfil customer demand during the seasonally-stronger second half of the year, particularly for stock shipped to the Company's US market. Notably, in 2022, 68 per cent. of the Company's revenue was generated during this period, highlighting the importance of adequate inventory to maintain product availability. The Funds raised will also be utilised to bolster the Company's general working capital.

One  of the key advantages of advanced stock procurement facilitated by this fundraising effort is the ability to plan and execute the most cost efficient US distribution routes. By procuring stocks ahead of time, the Company believes that it can streamline its supply chain management and refine delivery logistics which the Company believes will give it a competitive edge in the market.

The Placing comprises a proposed placing of new Ordinary Shares to be effected in two tranches. The Company intends to issue, in aggregate, up to 1,637,565 new Ordinary Shares (the "First Placing Shares"), to raise gross proceeds of approximately £0.61 million, to participants in the Placing under the Company's pre-existing share capital authorities to allot equity securities granted at the Company's annual general meeting held on 26 June 2023. The First Placing Shares and Subscription Shares are expected to be admitted to trading on AIM on or around 9 August 2023.

The Company intends to issue up to a further 936,900 new Ordinary Shares (the "Second Placing Shares"), to raise gross proceeds of approximately a further £0.35 million. The Second Placing Shares which are to be issued alongside the Retail Offer Shares (as defined in the Company announcement of 7.00 a.m today), will be conditional upon, inter alia, the passing of the Resolutions to be put to Shareholders at a General Meeting, expected to be held on or around 22 August 2023. The Second Placing Shares are expected to be admitted to trading on AIM on or around 23 August 2023, being the first trading day following the forthcoming General Meeting.

Share Subscription

Pursuant to the Share Subscription, certain investors have subscribed for 378,378 Subscription Shares directly with the Company at the Placing Price raising gross proceeds of £0.14 million.

The Share Subscription is conditional upon (amongst other things) the Placing Agreement not having been terminated and First Admission occurring on or before 8.00 a.m. on 9 August 2023 (or such later date and/or time as the Bookrunner and the Company may agree, being no later than 8.00 a.m. on 29 September 2023).

Director participation in the Placing

Dominic Berger, the Executive Chairman of the Company, has agreed to subscribe for 13,513 New Ordinary Shares in the Placing. Immediately following First and Second Admission, the total number of New Ordinary Shares held by Dominic Berger would be 917,845 representing 3.67% of the Enlarged Share Capital.

First Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of the First Placing Shares and Subscription Shares to trading on AIM (the "First Admission"). It is expected that admission will become effective and dealings in the First Placing Shares and Subscription Shares commence at 8.00 a.m. on or around 9 August 2023.

First Admission is conditional, inter alia, upon the First Admission becoming effective and the Placing Agreement not having been terminated and becoming unconditional in respect of the First Placing Shares. The First Placing does not require Shareholder approval as the First Placing Shares will be issued pursuant to the Company's pre-existing share capital authorities granted at its 26 June 2023 annual general meeting.

Following First Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 24,123,993 Ordinary Shares with voting rights. 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 to their interest in, the Company's share capital.

Second Admission and Total Voting Rights

Admission of the Second Placing Shares (the "Second Admission") is, conditional, inter alia, on the Second Admission becoming effective, the Placing Agreement not having been terminated and becoming unconditional and upon the approval of Shareholders at the Company's forthcoming General Meeting proposed to be held on or around 22 August 2023, notice of which will be included in the Circular to shareholders expected to be published on or around 4 August 2023.

Application will be made to the London Stock Exchange for admission of the Second Placing Shares to trading on AIM. It is expected that admission will become effective and dealings in the Second Placing Shares commence at 8.00 a.m. on or around 23 August 2023.

Following Second Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 25,060,893 with voting rights. 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's share capital pursuant to the Company's Constitution.

The issue of the First Placing Shares and Subscription Shares is not conditional on issue of the Second Placing Shares. Should the Resolutions not be passed at the General Meeting, the issue of the Second Placing Shares will not proceed. The issue of the First Placing Shares will not be affected by any or all of the Second Placing failing to complete for any reason.

The Placing Shares and Subscription Shares will be issued fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares.

The Retail Offer

The Company values its Shareholder base and believes that it is appropriate to provide eligible existing retail Shareholders in the United Kingdom the opportunity to participate in the Retail Offer (as defined in the Company announcement of 7.00 a.m today). The Retail Offer will allow exisiting retail Shareholders to participate in the fundraising by subscribing for Retail Offer Shares at the Placing Price.

The Retail Offer announcement is expected to be made shortly after the conclusion of the General Meeting and will contain further information on how investors can participate in the Retail Offer.

Notice of General Meeting

The Company will make a further announcement in due course with respect to the publication of the formal notice of its General Meeting with regards to seeking Shareholder approval for, inter alia, the proposed issue of the Second Placing Shares and replenishment of the Company's share capital authorities. Once posted, to those Shareholders who have opted to receive receive hard copies, the Notice will also be made available on the Company's website at: https://www.lifesafeholdingsplc.com/   

Capitalised terms used but not defined in this announcement have the meanings given to them in the Company's announcement released this morning in respect of the Placing and Share Subscription unless the context provides otherwise.

Dominic Berger, Executive Chairman, commented: "The Board is grateful to investors for their support with this fundraising, which further strengthens the Company's position and facilitates the continuation of its successful growth strategy."

For further enquiries:

LifeSafe Holdings plc
Dominic Berger, Chairman	[e-mail]
Neil Smith, CEO
Mike Stilwell, CFO
WH Ireland Limited - (Nominated Adviser & Broker)	Tel: [phone]
Chris Fielding / Darshan Patel / Isaac Hooper (Corporate)
Fraser Marshall / Rachel Hayes / George Krokos (Broking)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Dominic Berger
2	Reason for the notification
a)	Position/status	Executive Chairman
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	LifeSafe Holdings plc
b)	LEI	2138004KSXCPNWGSL119
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	Purchase of Placing Shares ISIN: GB00BP83Y473
b)	Nature of the transaction
c)	Price(s) and volume(s)	Price No. of shares 37 pence 13,513
d)	Aggregated information - Aggregated volume - Price	13,513 shares 37 pence
e)	Date of the transaction	3 August 2023
f)	Place of the transaction	XLON, AIM

Notes to Editors

LifeSafe is a fire safety technology business that develops eco-friendly, novel and innovative fire extinguishing fluids with a range of life-saving fire safety products.  Through its highly experienced management team, LifeSafe is seeking to create new markets for the Group in fire safety through new technologies, digital marketing and multi-channel sales.

LifeSafe has developed what the Directors believe to be a market disrupting range of eco-friendly fire safety protection products including, launched in December 2022, a new Thermal Runaway Fluid to combat thermal runaway in lithium battery fires by permanently extinguishing and preventing the re-ignition of lithium fires.  This is an evolution of the Group's core FER1000 extinguishing fluid, for which the Group has been granted a patent in the UK, which has been developed by LifeSafe to extinguish five different types of fire: electrical, paper, textiles, cooking oil, and petrol and diesel.

The Group launched its best-selling first generation StaySafe 5-in-1 fire extinguisher using this fluid on Amazon Prime in the UK in August 2021.  It subsequently became Amazon Prime's top-selling fire extinguisher in the UK in the same month.  The StaySafe All-in-1, an evolution of the Group's core fluid which is verified to extinguish ten different fire types, was launched in the UK in April 2023.  StaySafe products were launched in Screwfix in Spring 2022.

LifeSafe is continuing to develop new fluid derivations for the industrial market.

LifeSafe was admitted to trading on AIM in July 2022 with the ticker LIFS.L.  For additional information please visit https://www.lifesafeholdingsplc.com.

LinkedIn: https://www.linkedin.com/company/lifesafe-technologies

Twitter: https://twitter.com/LifesafeT

- Ends -

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.

 

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