Applied Graphene Materials plc (LON:AGM) has announced that it has conditionally raised gross proceeds of approximately £6.0 million via the oversubscribed Placing, Subscription and PrimaryBid Offer from existing and new investors at the Issue Price of 41 pence per share.
A total of 12,936,585 Placing Shares (comprising 2,485,214 First Placing Shares and 10,451,371 Second Placing Shares) have been placed by N+1 Singer and Allenby Capital, raising gross proceeds of approximately £5.3 million. In addition, the Participating Directors and one of the Company’s existing shareholders have subscribed for, in aggregate, 478,049 Subscription Shares, raising gross proceeds of approximately £0.2 million. Concurrent with the Placing, certain investors have also subscribed for 1,219,512 PrimaryBid Shares, raising gross proceeds of approximately £0.5 million. The Placing Shares, the Subscription Shares and the PrimaryBid Shares together represent approximately 29.4 per cent. of the existing issued share capital of the Company. The Placing and the PrimaryBid Offer were both oversubscribed.
The First Placing is conditional upon, amongst other things, First Admission becoming effective. The Second Placing, the Subscription and the PrimaryBid Offer are conditional upon, amongst other things, the passing of the Resolutions to be proposed at a general meeting expected to be held at the offices of Squire Patton Boggs (UK) LLP, 6 Wellington Place, Leeds at 11.00 a.m. on 12 February 2021 and Second Admission becoming effective. A circular, which will provide further details of the Fundraising and will include a notice convening the General Meeting, is expected to be sent to shareholders and be available on the Company’s website in the coming few days. The Placing is also conditional on the Placing Agreement not being terminated in accordance with its terms.
N+1 Singer is acting as Nominated Adviser, Joint Broker and Bookrunner to the Company and Allenby Capital is acting as Joint Broker to the Company in connection with the Placing.
Participation by Directors in the Subscription
The Participating Directors have agreed to subscribe for Subscription Shares. The number of Subscription Shares subscribed for by each of the Participating Directors, and their resulting shareholdings on Second Admission, are set out below:
| Name | Number of Existing Ordinary Shares | Percentage of existing issued share capital | Number of Second Placing Shares subscribed for | Number of Ordinary Shares held on Second Admission | Percentage of Enlarged Share Capital on Second Admission |
| David Blain | 33,380 | 0.07% | 24,390 | 57,770 | 0.09% |
| Sean Christie | 35,397 | 0.07% | 43,902 | 79,299 | 0.12% |
| Karl Coleman | 1,779,682 | 3.58% | 43,902 | 1,823,584 | 2.83% |
| Bryan Dobson | 134,316 | 0.27% | 24,390 | 158,706 | 0.25% |
| Adrian Potts | 70,529 | 0.14% | 36,587 | 107,116 | 0.17% |
Each of the above Director’s participation in the Subscription is conditional upon certain matters and events including, amongst other things, the passing of the Resolutions at the General Meeting and Second Admission becoming effective on or before 8.00 a.m. on 15 February 2021 (but in any event by no later than the Long Stop Date).
General Meeting
A separate announcement will be made in due course by the Company upon publication of the Circular containing, amongst other things, the notice of the General Meeting of the Company’s shareholders to be held as a closed meeting with the minimum number of Shareholders legally required to be present at 11:00 a.m. on 12 February 2021 at Squire Patton Boggs (UK) LLP, 6 Wellington Place, Leeds, LS1 4AP.
Admission and dealings
Application will be made for the admission of 2,485,214 First Placing Shares to trading on AIM and dealings in the First Placing Shares are expected to occur at 8.00 a.m. on or around 10 February 2021. Each Ordinary Share has one voting right. No Ordinary Shares are held in treasury. Accordingly, immediately following First Admission (assuming that no Ordinary Shares other than the First Placing Shares are issued between the date of this announcement and First Admission), the total number of voting rights will be 52,189,506. From First Admission, this figure may be used by Shareholders as the denominator for the calculation 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 FCA’s Disclosure Guidance and Transparency Rules.
Application will be made for the admission of 10,451,371 Second Placing Shares, 478,049 Subscription Shares and 1,219,512 PrimaryBid Shares to trading on AIM and, subject to, inter alia, Shareholder approval, dealings in the Second Placing Shares, the Subscription Shares and the PrimaryBid Shares are expected to occur at 8.00 a.m. on or around 15 February 2021. Immediately following Second Admission, the Enlarged Share Capital is expected to comprise 64,338,438 Ordinary Shares (assuming that no Ordinary Shares other than the First Placing Shares, the Second Placing Shares, the Subscription Shares and the PrimaryBid Shares are issued between the date of this announcement and Second Admission).
Adrian Potts, Applied Graphene Materials Chief Executive Officer, said:
“We are grateful for the support of our existing shareholders and would like to welcome new investors to the Company. We believe that we are well positioned to deliver on our broad pipeline of opportunities for the use of graphene nanoplatelet material in a variety of applications. The proceeds of the oversubscribed Fundraise will provide us with the financial resources necessary to capitalise on the exciting opportunities in our markets and accelerate the growth of the business.”
