Placing of shares to raise £700,000

RNS Number : 4637H

Infrastrata PLC

01 August 2019

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

1 August 2019

InfraStrata plc

("InfraStrata" or the "Company")

Placing of shares to raise £700,000

InfraStrata plc (AIM: INFA), the UK quoted company focused on the development of natural gas storage capacity, is pleased to announce that it has raised £700,000 (before expenses) through a placing of 155,555,555 new ordinary shares of 0.01p each in the Company ("Placing Shares") at an issue price of 0.045p per share (the "Placing"). For each Placing Share subscribed in the Placing, the Company will issue one warrant to subscribe for one new ordinary share of 0.01p in the Company ("Ordinary Share") at 1p per share (the "Warrants").

The Company remains committed to obtaining a Final Investment Decision (FID) to fund the construction of its Islandmagee Gas Storage Project (the "Project") by the end of 2019 as previously indicated.  In preparation for this, the net proceeds of the Placing will be used to fund the costs of establishing a pre-construction environmental baseline.  An environmental baseline is required to track changes against it throughout the construction and operational phases of the Project.  This work is currently underway and the marine field work will be completed in September 2019, with the aim to provide laboratory work and reports to the Company by the end of September. 

The Company is awaiting confirmation from DAERA (Department for Agriculture, Environment and Rural Affairs (in Northern Ireland)) on the acceptance of all updated studies that have been provided to them so far and that have gone through various revisions following DAERA comments.  These documents were one of the conditions of the Draft Marine Licence and the Company understands are a standard element of a construction project of this type.  Next, InfraStrata anticipates being in a position to undertake the 42-day public consultation during Q4 2019, as scheduled. 

The Company expects to provide DAERA with the pre-construction environmental baseline studies in October 2019 to ensure this information is available during the public consultation phase, and therefore any historic environmental information will have been updated and brings this work stream forward by eight weeks.  

InfraStrata continues to work very closely with DAERA to ensure that the full and proper process required for the issuance of a full marine licence can be completed as soon as possible.

In terms of other initiatives recently announced, as previously stated, the Company anticipates being in receipt of grant monies of €1.6 million from the EU later this year, which will provide the Company with additional working capital and to allow InfraStrata to progress its initiatives to diversify and reduce the risks associated with a one project organisation, including appraising and negotiating the acquisitions of an FSRU (floating gas storage regasification unit) project and a UK mainland gas storage project, as well as progressing the Gas Storage Agreement and related activities with Vitol SA.

John Wood, CEO, commented: "We are committed to building a portfolio of projects and substantially increasing shareholder value over and above the current Islandmagee project.  It is essential we undertake activities to ensure the Islandmagee project progresses at speed to secure the Marine Licence and Project funding.  When these two items are achieved it will enable us proceed to FID, and as previously mentioned we are all working hard to make this happen as soon as we can and we have no reason to believe a Marine Licence will not be issued in due course."

Details of the Placing

The Placing will result in the issue of 155,555,555 new Ordinary Shares, representing approximately 10.43 per cent. of the Company's issued ordinary share capital as enlarged by the Placing.  In addition, 155,555,555 warrants to subscribe for 155,555,555 new Ordinary Shares at 1p per share will also be issued.  The Warrants can be exercised for 18 months from the date of Admission (as defined below).

Application will be made for the Placing Shares to be admitted to trading on AIM and it is expected that their admission to AIM will take place on or around 22 August 2019 ("Admission"). The issue of the Placing Shares and Warrants is conditional upon, inter alia, Admission occurring. 

The Company has entered into a Placing Agreement with Allenby Capital Limited ("Allenby Capital") under which Allenby Capital has, on the terms and subject to the conditions set out therein (including Admission), undertaken to use its reasonable endeavours to procure subscribers for the Placing Shares at the Placing price.  The Placing Agreement contains certain warranties and indemnities from the Company in favour of Allenby Capital. The Placing is not being underwritten by Allenby Capital or any other person. The Placing is conditional, inter alia, upon the Placing Agreement not being terminated prior to Admission (and in any event no later than 8.00 a.m. on 6 September 2019).

The Placing Shares, when issued and fully paid, will rank pari passu in all respects with the Company's existing Ordinary Shares, including the right to all dividends or other distributions declared, made or paid after the date of issue of the Placing Shares. The Placing Shares will be issued utilising existing share authorities to issue new shares on a non-pre-emptive basis.

Total Voting Rights

Upon Admission, the Company's issued share capital will consist of 1,492,035,265 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares and voting rights in the Company will be 1,492,035,265. With effect from Admission, 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Market Abuse Regulation (MAR)

MAR came into effect from 3 July 2016. 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 permitted by MAR. That inside information is set out in this announcement has been disclosed as soon as possible in accordance with paragraph 7 of article 17 of MAR. Therefore, those persons that received inside information in a market sounding are no longer in possession of inside information relating to the Company and its securities.

For further information, please contact:

InfraStrata plc John Wood, Chief Executive and Interim Chairman	c/o Yellow Jersey [phone]
Allenby Capital Limited (AIM Nominated Adviser & Broker) Jeremy Porter / Liz Kirchner	[phone]
Yellow Jersey Tim Thompson / Henry Wilkinson	[phone]

Notes to editors:

InfraStrata is an independent gas storage company focused on the UK and Ireland. Further information is available on the Company's website: www.infrastrataplc.com 

Background on the Islandmagee Storage Project

The Islandmagee gas storage project is a proposed salt cavern gas storage facility located on Islandmagee in County Antrim, Northern Ireland. The Board of InfraStrata believes that the proposed 500 million cubic metres natural gas cavern storage facility will provide over 25% of the UK's natural gas storage once constructed. The facility will be situated adjacent to the Scotland Northern Ireland (gas) Pipeline (SNIP) and the Moyle 500-megawatt electricity interconnector. Work commenced in 2007 with the acquisition of 3D seismic data to image the Permian salt in the Larne Lough area. During 2012, planning permission was granted for the project and a gas storage licence was issued by the Utility Regulator. In 2015 a well was drilled to core the salt and confirm the technical feasibility of the project, supported in part by the European Commission.  The Front-End Engineering and Design (FEED) element of the Project was completed in November 2018 and the FEED report was submitted to the European Union in December 2018 in accordance with the Company's grant conditions. To date approximately £14.5m has been invested in the project.

Further information is available on the company's website: www.infrastrataplc.com 

The Front-End Engineering & Design (FEED) and Insitu Downhole Testing programme for the Islandmagee gas storage project is co-financed by the European Union's Connecting Europe Facility.

Disclaimer releasing the European Union from any liability in terms of the content of the dissemination materials:

"The sole responsibility of this publication lies with the author. The European Union is not responsible for any use that may be made of the information contained therein."

Information to Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the Placing Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, investors should note that: the price of the Placing Shares may decline and investors could lose all or part of their investment; Placing Shares offer no guaranteed income and no capital protection; and an investment in Placing Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing.  Furthermore, it is noted that, notwithstanding the Target Market Assessment, only investors who have met the criteria of professional clients and eligible counterparties have been procured.  For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to Placing Shares.

 

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