AIM Schedule One - Alexander Mining Plc (6437X)
20 Dicembre 2019 - 11:00AM
UK Regulatory
TIDMAXM
RNS Number : 6437X
AIM
20 December 2019
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION
IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM
RULES")
COMPANY NAME:
Alexander Mining Plc (to be renamed eEnergy Group plc on Admission)
(the "Company" or "Alexander Mining")
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY
TRADING ADDRESS (INCLUDING POSTCODES) :
Registered Office: Salisbury House, London Wall, London EC2M
5PS
Trading address: 1-3 The Green, Malahide, County Dublin, Ireland
COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED
BY AIM RULE 26:
Currently: www.alexandermining.com
From Admission: www.eenergyplc.com
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR,
IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING
POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE
TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
On 25 September 2019, the Company announced that it intended
to dispose of its wholly owned subsidiary, MetaLeach Limited,
and make an acquisition which constituted a reverse takeover
under Rule 14 of the AIM Rules. On 29 November 2019, the Company
announced that it was seeking a suspension of trading in its
shares on AIM and was seeking to acquire the entire issued
share capital of eLight Group Holdings Limited ("eLight") and,
inter alia, undertake a placing, share consolidation, disposal
of MetaLeach and change of name to eEnergy Group plc, subject
to shareholder approval.
Following Admission, the main countries of operation will be
UK and Ireland.
eLight is an "Energy Efficiency as a Service" Republic of Ireland
registered company which provides commercial customers with
immediate energy and cost reductions with zero upfront investment
by delivering Light-as-a-Service. eLight had revenues of approximately
EUR4.5 million and loss before tax of approximately EUR1.6
million in the period to 30 June 2019.
eLight has built a strong position in the UK and Ireland, offering
customers the ability to switch to LED lighting technology
without capital investment, improve the quality of their lighting
and reduce their carbon footprint. eLight's service agreements
provide customers with a fully maintained solution for the
term of the agreement.
The monthly energy savings which are unlocked are more than
the monthly service fee, so customers generate immediate positive
cash flow in addition to reducing their carbon footprint.
Energy efficiency upgrades are typically capital intensive,
which has traditionally acted as a barrier for organisations
looking to reduce their energy consumption. eLight removes
these barriers with its service agreement-based business model.
The market in the EU for energy efficiency services in 2017
was approximately EUR25 billion and is expected to double by
2025.
eLight can also provide customers with LED lighting installation
services under a traditional "supply and install" service.
eLight's use of performance-insured contracts for its customers
and partnerships with providers of project finance in the UK
and the Eurozone enables it to generate positive cashflows
upon completion of an installation, with no residual credit
exposure to the customer under the service agreement.
eLight has secured contracts directly with certain of the world's
leading technology manufacturers, bypassing distributors and
wholesale channels to ensure a competitive advantage for its
projects, and is in negotiations with a leading green and clean
technology funding partner to obtain a dedicated fund for its
energy service agreements.
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS
AS TO TRANSFER OF THE SECURITIES (i.e. where known, number
and type of shares, nominal value and issue price to which
it seeks admission and the number and type to be held as treasury
shares):
Number of New Ordinary Shares of 0.3 pence each to be admitted
following consolidation:
New Ordinary Shares: 130,926,167
Issue price per new ordinary share: 7.5 p
All of the Company's AIM securities will be freely transferable.
No ordinary shares will be held as treasury shares on Admission
to AIM.
CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
Capital to be raised on admission: GBP2 million
Anticipated market capitalisation on admission: GBP9.8 million
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
41.9%
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH
THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE
OR WILL BE ADMITTED OR TRADED:
None
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS
(underlining the first name by which each is known or including
any other name by which each is known):
Existing Directors:
Alan Mitchell Clegg - Non-Executive Chairman
Martin Lovatt Rosser - Chief Executive Officer
James Snaddon Bunyan - Non-Executive Deputy Chairman
Dr Nigel John Burton - Non-Executive Director
Proposed Directors:
David William Nicholl - Non-Executive Chairman
Harvey Ian Sinclair - Chief Executive Officer
Richard ("Ric") Mark Williams - Chief Financial Officer
Andrew Robin Lawley - Non-Executive Director
Dr Nigel John Burton - Non-Executive Director
FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED
AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER
ADMISSION (underlining the first name by which each is known
or including any other name by which each is known):
Shareholder % Holding % Holding
pre Admission post Admission
Hawk Investments Holdings Ltd 11.41 9.93
--------------- ----------------
Mr Kevin Byrne 4.13 0.97
--------------- ----------------
Dr Simon Gibeon 4.13 0.97
--------------- ----------------
Dr Nigel John Burton 3.14 0.35
--------------- ----------------
Harvey Sinclair (CEO) - 15.77
--------------- ----------------
Ian McKenna (MD Ireland) - 15.77
--------------- ----------------
Stella Murphy (Founder investor) - 14.56
--------------- ----------------
David Nicholl (Chairman) - 10.03
--------------- ----------------
Marian Rainey 3.97
--------------- ----------------
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE
2, PARAGRAPH (H) OF THE AIM RULES:
The following persons have received from the Company within
twelve months preceding the Company's application for Admission
fees totalling GBP10,000 or more:
Wrays;
Nicholas Welham;
Druces LLP; and
John A Getty
(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION
DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:
(i) 30 June.
(ii) 30 June 2019.
(iii) 30 June 2020, 31 December 2020, 31 March 2021
EXPECTED ADMISSION DATE:
9 January 2020
NAME AND ADDRESS OF NOMINATED ADVISER:
Cairn Financial Advisers LLP
Cheyne House
Crown Court
62-63 Cheapside
EC2V 6AX
NAME AND ADDRESS OF BROKER:
Turner Pope Investments (TPI) Ltd
8 Frederick's Place
London
EC2R 8AB
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE
(POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE
AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL
DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
Cairn Financial Advisers LLP
Cheyne House
Crown Court
62-63 Cheapside
EC2V 6AX
The admission document will contain full details about the
applicant and the admission of its securities
THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO
APPLY
QCA Corporate Governance Code
DATE OF NOTIFICATION:
20 December 2019
NEW/ UPDATE:
New
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END
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