McPhy Energy: McPhy renews an equity financing line with Vester
Finance
Grenoble, December 19, 2023 – 6:45 pm
CET – McPhy Energy (the « Company »), a
specialist in low-carbon hydrogen production and distribution
equipment (electrolyzers and refuling stations), announces the
set-up of a new equity financing line with Vester Finance1 in the
form of a PACEO, limited to a maximum of 14.6% of its capital2.
Jean-Baptiste Lucas, Chief Executive
Officer of McPhy, comments: « Ensuring our financial
visibility is a key factor of our development. Among our financing
options under consideration, we have chosen to reiterate an equity
line, already successfully carried out in the past alongside Vester
Finance executive, as it strengthens our equity by enabling us to
adjust its use according to our actual needs, thanks to its
flexibility. This transaction, together with the entry into
exclusive negotiations with Atawey for the sale of our station’s
business, further strengthens our financing plan. »
Under the terms of the agreement signed on
December 19, 2023, Vester Finance has agreed to subscribe for a
maximum of 4,800,000 shares in the Company, representing up to
14.6% of the share capital, at its own initiative, over a maximum
period of 24 months, subject to certain customary contractual
conditions.
The shares will be issued based on the average
stock market price preceding each issuance3, less a maximum
discount of 5,0%, in compliance with the pricing and the cap rules
set by the Annual General Meeting4. Vester Finance will receive a
variable commission of 2.0%.
The Company is committed to a minimum drawdown
up to 2 million euros from the equity line, corresponding at the
current share price to a dilution of around 2.0%, beyond which the
Company retains the right to suspend or terminate this agreement at
any time and at no cost.
This transaction was decided by the Chief
Executive Officer, acting on a delegation of authority from the
Company's Board of Directors, in accordance with the 21st
resolution of the Annual General Meeting of May 24, 20235.
Assuming full use of this equity line, a
shareholder holding 1.00% of the Company’s share capital before its
implementation would see a reduction in its stake to 0.854% of the
capital on a non-diluted basis6 and 0.851% of the capital on a
diluted basis7. Based on the current share price, total net
financing would amount to 16.4 million euros8.
This transaction is not subject to the
preparation of a prospectus submitted for approval to the Autorité
des Marchés Financiers (AMF), based on article 1 of Regulation (EU)
2017/1129 as amended (Prospectus Regulation), granting an exemption
when a transaction involves a dilution of less than 20% of the
Company's share capital over a 12-month period.
The number of shares issued under this agreement
and admitted to trading will be reported on the Company's
website.
This equity financing line was structured and
underwritten by Vester Finance, a European company that regularly
invests in growth companies known as "small caps". Vester Finance,
acting here as an investor with no intention of remaining a
shareholder, will sell the shares over time, sooner or later.
Risk factors
The sale of shares on the market is likely to have an impact on
the volatility and liquidity of the stock, as well as on the
Company's share price.
Risk factors affecting the Company are presented
in section 2.1 of the Universal Registration Document as filed with
the AMF on April 25, 2023 and available on the Company's website
(at mcphy-finance.com).
Next financial event:
- Publication of 2023 Annual Revenue, February 5,
2024, after market close
About McPhy
Specialized in hydrogen production and
distribution equipment, McPhy is contributing to the global
deployment of low-carbon hydrogen as a solution for energy
transition. With its complete range of products dedicated to the
industrial, mobility and energy sectors, McPhy offers its customers
turnkey solutions adapted to their applications in industrial raw
material supply, recharging of fuel cell electric vehicles or
storage and recovery of electricity surplus based on renewable
sources. As designer, manufacturer and integrator of hydrogen
equipment since 2008, McPhy has three development, engineering and
production centers in Europe (France, Italy, Germany). Its
international subsidiaries provide broad commercial coverage for
its innovative hydrogen solutions. McPhy is listed on Euronext
Paris (compartment B, ISIN code: FR0011742329, MCPHY).
CONTACTS
NewCap |
|
Investor RelationsEmmanuel
HuynhT. +33 (0)1 44 71 94 99mcphy@newcap.eu |
Media RelationsNicolas
MerigeauT. +33 (0)1 44 71 94 98 Gaëlle FromaigeatT.+33 (0)1 44
71 98 52mcphy@newcap.eu |
Follow us on @McPhyEnergy
Disclaimer
This press release and the information contained
herein do not constitute an offer to sell or subscribe for, or the
solicitation of an order to buy or subscribe for, McPhy shares in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The distribution of this
press release may, in certain jurisdictions, be restricted by local
regulations. Persons who obtain possession of this document are
required to comply with all local regulations applicable to this
document.
1 Vester Finance and its executive have carried
out more than 100 equity financing operations in 20 years of
experience, one of which was awarded the "Best Financing Operation
of the Year" prize by the Club des Trente (Source Vester
Finance)
2 On a non-diluted basis (i.e. excluding dilutive instruments
granted to executives and employees of the Group)
3 Lower of the two daily volume-weighted average prices over the
period immediately preceding each issuance
4 The issue price of the shares must be « at
least equal to the weighted average of share prices for the three
trading days preceding the setting of the issue price, possibly
reduced by a maximum discount of 10%. »
5 Delegation of authority to increase the
Company's capital, with the cancellation of preferential
subscription rights to the benefit of a categories of persons with
defined characteristics
6 Based on 27, 997,800 capital shares
outstanding to date
7 Based on 90,913 shares that may be issued upon
exercise of the dilutive instruments issued by the Company to
date
8 Value of shares issued, in the event of full utilization of
the financing line, after deduction of the maximum discount of 5%
and the variable commission of 2% based on the VWAP D-1, i.e.
€3.68
- PR_MCPHY Equity Financing Line_VF
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