NEITHER THIS ANNOUNCEMENT NOR ANY PART OF IT CONSTITUTES AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE OR ACQUIRE ANY SECURITIES IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF IRELAND, SOUTH AFRICA OR ANY JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
The information communicated within this announcement WAS deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 PRIOR TO ITS PUBLICATION. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
21 January 2019
Quadrise Fuels International plc
("Quadrise", "QFI'', the "Company" and together with its subsidiaries the "Group")
Result of Open Offer
Quadrise Fuels International plc (AIM: QFI) announces the results of its Open Offer. The Open Offer to Qualifying Shareholders to raise up to approximately £2.16 million was announced by the Company on 7 December 2018 and, further to the announcement dated 7 January 2019, closed for acceptances, in accordance with its terms, at 11.00 a.m. on 18 January 2019.
The Company is pleased to announce that it has received valid acceptances and excess applications from Qualifying Shareholders for a total of 60,506,919 Open Offer Shares under the Open Offer. As a result, a total of 60,506,919 new ordinary shares of 1p each in the Company ("New Ordinary Shares") will be issued in connection with the Open Offer, raising gross proceeds of approximately £1.51 million.
As at 30 November 2018, the Company had unaudited estimated cash balances of approximately £1.2 million and monthly expenses of approximately £220,000 per month. The Board therefore currently considers that, together with the Company's existing cash balances, the proceeds of the Open Offer will enable the Company to continue to operate and to advance its business development initiatives until early October 2019.
Mike Kirk, Executive Chairman of Quadrise, said:
"We are delighted to have received an enthusiastic response from Quadrise's existing shareholders to the Open Offer. We would like to thank our shareholders for their continued strong support. Having raised gross proceeds of £1.51 million from the Open Offer, Quadrise is now funded in the short term to build on the substantial progress made in our business development operations, and progress during 2019 our plans for the migration to commercial operations."
Director Participation
The Company confirms, as indicated in the circular published on 7 December 2018, that each of the Quadrise directors participated in the Open Offer, in respect of an aggregate of 1,185,000 Open Offer Shares - in the amounts set out below.
Director |
Number of ordinary shares held prior to the Open Offer |
% of ordinary share capital prior to the Open Offer |
Open Offer Shares |
Number of ordinary shares held following issue of the Open Offer Shares |
% of ordinary share capital following the Open Offer |
Mike Kirk |
500,000 |
0.06% |
100,000 |
600,000(1) |
0.07% |
Jason Miles |
3,180,633 |
0.37% |
400,000 |
3,580,633(2) |
0.39% |
Hemant Thanawala |
29,039,579(3) |
3.37% |
200,000 |
29,239,579(3) |
3.17% |
Philip Snaith |
150,000 |
0.02% |
200,000 |
350,000 |
0.04% |
Laurie Mutch |
150,000 |
0.02% |
215,000 |
365,000 |
0.04% |
Dilip Shah |
100,000 |
0.01% |
70,000 |
170,000 |
0.02% |
(1) held jointly with Mike Kirk's wife.
(2) including 1,473,542 ordinary shares held by Jason Miles' wife.
(3) including 23,126,179 ordinary shares held by Lucrone Investments GmbH, a company in which Mr. Thanawala has a beneficial interest.
The notifications below, made in accordance with the requirements of the Market Abuse Regulation, provide further detail.
Admission to Trading on AIM and Total Voting Rights
Application has been made for the New Ordinary Shares, which will rank pari passu with the Company's issued ordinary shares, to be admitted to trading on AIM. It is expected that Admission will become effective and that dealings in the New Ordinary Shares will commence at 8.00 a.m. on 22 January 2019.
Following the issue of the New Ordinary Shares, the Company will have 922,711,895 Ordinary Shares in issue. No Ordinary Shares are held in treasury. The figure of 922,711,895 Ordinary Shares may be used by the Company's 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 Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Capitalised terms used but not otherwise defined in this announcement bear the meanings ascribed to them in the circular of the Company dated 7 December 2018.
For further information, please refer to the Company's website at www.quadrisefuels.com, or contact ir@quadrisefuels.com or:
Quadrise Fuels International Plc |
|
Mike Kirk, Executive Chairman |
+44 (0)20 7031 7321 |
Hemant Thanawala, Finance Director |
|
Jason Miles, Chief Operating Officer |
|
|
|
Nominated Adviser |
|
Cenkos Securities plc |
|
Dr Azhic Basirov |
+44 (0)20 7397 8900 |
Ben Jeynes |
|
Katy Birkin |
|
|
|
Joint Broker |
|
Peel Hunt LLP |
|
Richard Crichton |
+44 (0)20 7418 8900 |
Ross Allister |
|
|
|
Joint Broker |
|
Stockdale Securities |
+44 (0)20 7601 6108 |
Andy Crossley |
|
Daniel Harris |
|
|
|
Public & Investor Relations |
|
FTI Consulting |
|
Ben Brewerton |
+44 (0)20 3727 1000 |
Sara Powell |
|
NOTIFICATIONS AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Michael Kirk |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
100,000 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Jason Miles |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
191,553 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mrs. Rachel Miles |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
Notification regards a person closely associated with Jason Miles, a director of the Company. Mrs. Rachel Miles is Mr. Jason Miles' spouse.
|
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
208,447 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Hemant Thanawala |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
200,000 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Philip Snaith |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
200,000 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Lawrence Mutch |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
215,000 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
a)
|
Name
|
Mr. Dilip Shah |
|||
2
|
Reason for the notification
|
||||
a)
|
Position/status
|
PDMR (Director) |
|||
b)
|
Initial notification /Amendment
|
Initial notification |
|||
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
a)
|
Name
|
Quadrise Fuels International plc |
|||
b)
|
LEI
|
GB00B11DDB67 |
|||
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 |
Ordinary shares of 1 pence each |
|||
|
|
||||
Identification code |
GB00BF0YPG76 |
||||
|
|
||||
b)
|
Nature of the transaction
|
Subscription under an open offer to existing shareholders |
|||
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
2.5p |
70,000 |
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a - single transaction |
|||
|
|
||||
- Aggregated volume |
|
||||
|
|
||||
- Price |
|
||||
|
|
||||
e)
|
Date of the transaction
|
18 January 2019 |
|||
f)
|
Place of the transaction
|
Outside a trading venue |