Placing and Subscription raises £1.8 million

ATOME PLC

19 February 2024

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO, THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA), CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

This announcement contains inside information for the purposes of the UK version of Article 7 of Regulation (EU) 596/2014 ("MAR"). In addition, market soundings (as defined in MAR) were taken in respect of the Placing with the result that certain persons became aware of inside information (as defined in MAR), as permitted by MAR. This inside information is set out in this announcement. Therefore, those persons that received inside information in a market sounding are no longer in possession of such inside information relating to the Company and its securities.  

19 February 2024

ATOME PLC

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

Placing and Subscription raises £1.8 million

Directors and senior management subscribe for £665,000 in the Fundraising

HIGHLIGHTS

·  The Company has today raised £1.8 million before expenses (the "Fundraising") through the issue of 3,600,000 new ordinary shares of 0.2 pence each in the Company at a price of 50 pence per share (the "Shares") through a Company-led subscription of 1,600,000 Shares (the "Subscription" or the "Subscription Shares") and a placing of 2,000,000 additional Shares to investors (the "Placing" or the "Placing Shares") also at 50 pence per share (the "Placing Price")

· As part of the Fundraising, certain directors and senior management in the Company have subscribed for Shares at a total cost of £665,000, demonstrating their ongoing financial support for the Company as shareholders and conviction in the future success of ATOME

·  The Shares were issued at a price of 50 pence per share

·  SP Angel Corporate Finance LLP ("SP Angel") acted as sole broker on the Placing

·  The flagship Phase 1 145MW Villeta Project in Paraguay is legally contracted under a signed Power Purchase Agreement with the FEED study already commissioned and soon to be completed

·  All of FEED, EPC, Offtake and Financing are targeted for 2024 with start of full production in 2026 when ATOME will become one of the largest producers of green fertiliser in the world

·  The Company now has a global pipeline of green fertiliser projects of some 600MW

The Fundraising

The Board of ATOME (AIM: ATOM), the green fertiliser company, is pleased to announce a Fundraising through a Company-led Subscription by certain directors and senior management of ATOME and other investors, together with a Placing conducted by SP Angel acting as sole broker, to raise gross proceeds of £1.8 million through the issue of 3,600,000 Shares at a price of 50p per Share. Shares issued under the Fundraising will rank pari passu with the Company's existing ordinary shares.

Director and senior management participation in the Fundraising

Certain directors and other senior management of the Company have subscribed direct with the Company for Shares under the Subscription and details of their participation is set out below:

	Number of Shares	Shareholding post Fundraising	% of Enlarged Issued Share Capital (Note 1)
Directors Peter Levine	195,000	7,926,962	18.05%
Olivier Mussat	192,000	1,616,566	3.68%
Nikita Levine	35,000	125,030	0.28%
James Spalding	372,000	465,955	1.06%
Mary-Rose De Valladares	88,000	206,354	0.47%
Richard Day	36,000	60,416	0.14%
Robert Sheffrin	23,000	121,672	0.28%
Senior Management Denis Kurochkin Terje Bakken Juan Pablo Nogues	207,000 113,000 69,000	230,540 160,080 103,790	0.52% 0.36% 0.24%

Note 1: The enlarged issued share capital of the Company of 43,923,186 ordinary shares comprises the existing 40,323,186 ordinary shares and 3,600,000 Shares issued under the Fundraising

In aggregate, directors have subscribed for a total of 941,000 Shares representing 2.33% per cent. of the existing issued share capital. In addition to the directors, other senior management have subscribed for a total of 389,000 Shares.

The Fundraising is conditional only on admission of the Shares to trading on AIM which is expected to occur at 8.00 am on or around 22 February 2024.

Whilst Shares under the Placing has been fully taken up, ATOME reserves the right, within the Directors current authorities, to allocate at its discretion further new ordinary shares at the Placing Price should there be appropriate demand. Any allocation of additional new ordinary shares will be announced as soon as possible.

Any shareholder who has any questions should either themselves or their stockbrokers contact the Company or SP Angel respectively, using the contact details provided below, without delay. Note that SP Angel cannot advise or act for individuals or private investors.

Reasons for Fundraising

The Company will use the funds raised from the Fundraising to further expedite its growth and development of the green fertiliser Villeta Project in Paraguay including engineering and design works as well as for working capital.

Since Admission to AIM at the end of December 2021, ATOME has made significant progress, substantially beyond the Board's initial expectations at the time of the IPO, and within this short time is now at the forefront in developing large scale production projects of green fertiliser in Latin and Central America.

The significant further participation of directors and senior management in this Fundraising demonstrates their ongoing financial support for the Company as shareholders and conviction in the future success of Atome.

The Company now has a global pipeline of green projects of over 600MW, of which the flagship Phase 1 145MW Villeta Project in Paraguay is legally contracted under a signed Power Purchase Agreement with the FEED study already commissioned and soon to be completed and all of EPC, Offtake and Financing is targeted for 2024 with start of full production in 2026 when ATOME will become one of the largest producers of green fertiliser in the world.

An up-to-date investor presentation is available on the Company's website at www.atomeplc.com

Admission

Application will be made for the Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective at 8.00 am on or around 22 February 2024.

Concert Party interest

The members of the Concert Party (as defined in the Admission Document published on 17 December 2021) are currently interested in 44.53% of the existing issued share capital, reducing to 41.40%  in the enlarged issued share capital on Admission. As the members of the Concert Party therefore currently hold and will continue to hold on Admission less than 50 per cent. of the Company's voting share capital but more than 30 per cent., for so long as they continue to be treated as acting in concert, any further increases in the Concert Party's interests in Ordinary Shares are subject to the provisions of Rule 9 of the Takeover Code.

For more information, please visit https://www.atomeplc.com or contact:

ATOME PLC Nikita Levine, Investor Relations	[phone] [e-mail]
Beaumont Cornish (Nominated Adviser) Roland Cornish, Michael Cornish	[phone]
Liberum (Joint Broker) Scott Mathieson	[phone]
SP Angel (Joint Broker) Richard Hail, Caroline Rowe, Harry Davies-Ball	[phone]
Cavendish Capital Markets Limited (Broker) Simon Hicks, George Dollemore	[phone]
Tavistock (Financial PR and IR) Simon Hudson, Rebecca Hislaire, Saskia Sizen	[phone] [e-mail]

The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. Upon publication of this announcement, this inside information is now considered to be in the public domain. The person who arranged for the release of this announcement on behalf of the Company was Peter Levine, Chairman.

About ATOME

ATOME PLC is an AIM listed company targeting green fertiliser production with 445-megawatt of projects in Paraguay and a further pipeline of potential projects in Central America.

Since its admission to AIM in December 2021 ATOME signed a 145MW power purchase agreement with ANDE, the state energy company in Paraguay for acquired 30 hectares of land in Villeta, Paraguay for that facility, mandated Natixis Corporate & Investment Banking and the multilateral IDB Invest to lead the project funding and with Front End Engineering and Design studies currently underway with the international companies Urbas and Casale. ANDE has also allocated a further 300MW for ATOME's second project subject to studies.   

In Costa Rica, The National Ammonia Corporation S.A. has been formed to develop green fertiliser projects for the region. As well as straddling the Pacific and Atlantic Oceans, Costa Rica is a democratic Central American country. In agriculture, Costa Rica is the second largest supplier of pineapples in the world and is in the top ten banana growers.

ATOME is in the process of operational planning, sourcing and negotiations with green electricity suppliers, equipment providers and offtake partners, including signed memoranda of understanding and cooperation agreements in place with key parties, to produce green fertiliser at an industrial scale using electricity generated from hydroelectric power in Paraguay and Costa Rica. All chosen sites are located close to the power and water sources and export facilities to serve significant domestic and then international demand.

The Company has a green-focused Board which is supported by major shareholders including Peter Levine, Schroders, a leading fund manager, and since May 2023, Baker Hughes, a global energy technology company operating in the energy and industry sectors.

IMPORTANT NOTICES

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the Republic of South Africa or any jurisdiction into which the publication or distribution would be unlawful. This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in Australia, Canada, Japan, New Zealand, the Republic of South Africa or any jurisdiction in which such offer or solicitation would be unlawful or require preparation of any prospectus or other offer documentation or would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

Beaumont Cornish Limited ("Beaumont Cornish"), which is authorised and regulated in the United Kingdom by the FCA and is a member of the London Stock Exchange, is the Company's nominated adviser for the purposes of the AIM Rules. Beaumont Cornish is acting exclusively for the Company and will not regard any other person (whether or not a recipient of this announcement) as a client and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for providing advice in relation to the contents of this announcement or any other matter referred to herein. Beaumont Cornish's responsibilities as the Company's nominated adviser under the AIM Rules for Nominated Advisers are owed to the London Stock Exchange and not to any other person and in particular, but without limitation, in respect of their decision to acquire Ordinary Shares in reliance on any part of this announcement. Beaumont Cornish has not authorised the contents of this announcement for any purpose and no liability whatsoever is accepted by Beaumont Cornish nor does it make any representation or warranty, express or implied, as to the accuracy of any information or opinion contained in this announcement or for the omission of any information. Beaumont Cornish expressly disclaims all and any responsibility or liability whether arising in tort, contract or otherwise which it might otherwise have in respect of this announcement.

SP Angel Limited ("SP Angel"), which is authorised and regulated in the United Kingdom by the FCA and is a member of the London Stock Exchange, is the Company's Joint Broker and is acting exclusively for the Company and will not regard any other person (whether or not a recipient of this announcement) as a client and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for providing advice in relation to the contents of this announcement or any other matter referred to herein. SP Angel has not authorised the contents of this announcement for any purpose and no liability whatsoever is accepted by SP Angel nor does it make any representation or warranty, express or implied, as to the accuracy of any information or opinion contained in this announcement or for the omission of any information. SP Angel expressly disclaims all and any responsibility or liability whether arising in tort, contract or otherwise which it might otherwise have in respect of this announcement.

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