REG - European Green Trns. - Admission to Trading on AIM

European Green TransitionAnnouncement

08/04/2024 07:00

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RNS Number : 5881J  European Green Transition PLC  08 April 2024

8 April 2024

European Green Transition plc

("European Green Transition", "EGT" or "the Company")

Admission to Trading on AIM, First Day of Dealings and Notice of Investor
Presentation

 

European Green Transition, a company developing green economy assets in Europe
which aims to capitalise on the opportunity created by the green energy
transition, is pleased to announce the admission of its entire issued ordinary
share capital to trading on AIM ("AIM"), a market of the London Stock Exchange
plc ("Admission").

 

The commencement of trading of the Company's ordinary shares of £0.0025 each
in the capital of the Company (the "Ordinary Shares") will become effective at
8:00a.m. under the ticker "EGT". On Admission, the Company will have a market
capitalisation (at the Placing Price) of approximately £14.5 million and have
144,620,892 Ordinary Shares in issue.

 

Admission follows a Placing, Subscription and Retail Offer for a total of
64,620,890 new Ordinary Shares at a price of 10 pence per Ordinary Share (the
"Placing Price"), raising gross proceeds of £6.46 million.

Defined terms in this announcement have the same meaning as those in the
Admission Document published by the Company on 28 March 2024.

Aiden Lavelle, Chief Executive Officer of European Green Transition, said:

"Today's listing and fundraise is a crucial milestone for EGT. The funds
raised will contribute to our existing green economy projects which are
intended to support the energy transition across Europe, notably the Olserum
Rare Earth project in Sweden. Additionally, the fundraise will strengthen the
Company's position to acquire what we believe are distressed and undervalued
green economy assets in Europe.

"I would like to thank our new and existing shareholders for their support and
commitment to investing in the future of EGT. We are confident the Company can
capitalise on the significant opportunities created by the green energy
transition in Europe to develop a profitable and sustainable business and I
look forward to updating the market on future progress."

Cathal Friel, Co-Founder & Non-Executive Director of European Green
Transition, said:

"The listing of European Green Transition on the London Stock Exchange is an
excellent milestone and following strong support from both institutional and
family office investors we successfully raised a total of £6.46 million.

"The EGT team and Board have a strong track record of scaling M&A focused
companies on AIM, notably Cove Energy plc, Amryt Pharma plc and hVIVO plc, and
we are confident we can replicate this tried and tested approach. I am
particularly excited by the significant opportunity that EGT aims to
capitalise on in Europe as we move from the dependence on fossil fuels towards
a green, renewables-focused economy, and I have personally invested a further
£300,000 in the IPO alongside the incoming investors on top of my significant
investment in EGT to date."

 

Notice of Investor Presentation

 

The Company Directors will be holding a remote presentation for investors,
followed by an opportunity to ask questions. The presentation will take place
at 6:00pm BST on 8(th) April 2024.

 

Please register for the webinar via the following link:
https://stream.brrmedia.co.uk/broadcast/660d17367b6f45767a005050
(https://nam02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fstream.brrmedia.co.uk%2Fbroadcast%2F660d17367b6f45767a005050&data=05%7C02%7CElfie.Kent%40camarco.co.uk%7C385821e9e5cc46f450ca08dc54ad87da%7C77a5f6209d7747dba0cd64c70948d532%7C1%7C0%7C638478351552593042%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C0%7C%7C%7C&sdata=ZLDNEXQzwyWrLrUJNH5ovlChwYmTTBaIXKUIV7oom1c%3D&reserved=0)

 

 

 

EGT Company Overview

 

Developing Green Economy Assets through a Disciplined M&A Focused Model

 ·   EGT's business model is to develop green economy assets in Europe,
     capitalising on Europe's green energy transition. The Company intends to
     implement a disciplined M&A focused model and has already acquired a
     portfolio of assets, notably their principal Olserum Rare Earth Element (REE)
     project.
 ·   The Company intends to utilise its experienced team and Board to acquire
     further green economy assets in Europe, with a particular focus on what the
     Directors believe are distressed and/or undervalued assets, which includes
     critical materials projects, solar projects, wind projects, rehabilitation
     projects and processing projects.
 ·   EGT has already identified a pipeline of additional green economy assets, some
     of which the Directors believe could be acquired for a fraction of the capital
     that has previously been invested in them.
 ·   Through capital-efficient investment and operational expertise, EGT intends to
     advance its projects to build a sustainable, profitable business with the
     optionality to sell or partner certain assets with large financial investors
     or industry players.

 

Experienced Leadership Team with Strong Track Record

 ·   EGT is managed by a highly qualified, experienced team with extensive small
     cap public company experience including Cathal Friel (co-founder, largest
     shareholder and Non-Executive Director), Aiden Lavelle (CEO and Chartered
     Geologist with 16 years' industry experience) and Jack Kelly (CFO and
     Chartered Accountant with extensive experience in M&A).
 ·   The EGT team and Board have a strong track record of establishing and scaling
     M&A focused companies in the public market, including:

 ·   Cove Energy plc: IPO completed in 2009, acquired distressed asset from the
     Artumas Group, completed a trade sale in 2012 for US$1.9 billion.
 ·   Amryt Pharma plc: IPO completed in 2016, acquired distressed and/or
     undervalued assets (Birken AG, Aegerion Pharmaceuticals Inc and Chiasma Inc),
     completed a trade sale in 2023 for US$1.48 billion.
 ·   hVIVO plc (formerly named Open Orphan plc): IPO completed in 2019, acquired
     distressed assets Venn Life Sciences plc (c. £4 million) and hVIVO plc (c.
     £13 million), current market cap c. £202 million*.

 

Existing Assets in Europe

 ·   The Company's principal asset is the Olserum REE project in Sweden, which EGT
     aims to progress towards obtaining a 25-year exploitation permit.
 ·   REEs are a set of 17 metallic elements which are crucial components to the
     green transition used in a range of high-tech devices including electric
     vehicles and wind turbines.
 ·   The Olserum project is one of Sweden's projects of "National Interest" as
     designated by the Swedish Geological Survey and the directors believe it has
     the potential to become Europe's first operating rare earths mine.
 ·   EGT will look to capitalise upon the significant forecast shortage of REEs by
     monetising the asset through sale or partnership with financial institutions
     and/or industry players. Therefore, crucially, EGT does not intend to develop
     a mine but is confident in its ability to find third parties to acquire or
     partner on the project.
 ·   In addition, the Company owns copper and graphite assets in northern Sweden
     and critical mineral projects in Saxony, Germany, all of which have defined
     potential and tangible upside.

 

Strong Market Tailwinds and Focus on Environmental, Social & Governance
Considerations

 ·   EGT expects to benefit from the European Critical Raw Materials Act (CRMA),
     which has been established to address critical supply shortages in Europe. The
     CRMA sets clear objectives around extraction, refining and processing,
     recycling and external sourcing of critical minerals for the EU.
 ·   The global market for REEs is forecast to more than double to $21 billion in
     the next 10 years. REEs are crucial components in the production of permanent
     magnets found in wind turbines, with each standard 3 MW direct drive wind
     turbine containing 2 tonnes of REEs.
 ·   Maintaining high ESG standards is at the forefront of all of EGT's activities
     and the Company intends to maintain its environmental and social practices
     across all projects, engaging with local communities and stakeholders
     throughout.

*Market capitalisation as at 05/04/2024

 

Enquiries

 

European Green Transition

 Aiden Lavelle, CEO  +44 (0) 208 058 6129
 Jack Kelly, CFO

 

Panmure Gordon - Nominated Adviser, Sole Bookrunner and Broker

 James Sinclair-Ford / Dougie McLeod / Ivo Macdonald  + 44 (0) 20 7886 2500

 Mark Murphy / Hugh Rich / Rauf Munir

 

Camarco - Financial PR

 Billy Clegg, Elfie Kent, Lily Pettifar  Europeangreentransition@camarco.co.uk + 44 (0) 20 3757 4980

 

The Company notes the following updates to tables published in its Admission
Document dated 28 March 2024.

 

INTERESTS OF DIRECTORS AND SIGNIFICANT SHAREHOLDERS

                                 As at the Date of this Announcement                       On Admission
 Existing Director               Ordinary Shares     Percentage of Existing Share Capital  Ordinary Shares  Percentage of Enlarged Share Capital
 Cathal Friel(1)                 24,658,318          43.8%                                 27,658,318       19.1%
 Aiden Lavelle(2)                3,903,697           6.9%                                  3,903,697        2.7%
 Jack Kelly                      1,784,547           3.2%                                  1,784,547        1.2%
 Sven Anders Daniel Akselson(3)  0                   0.0%                                  450,000          0.3%
 James Leahy                     0                   0.0%                                  0                0.0%
 Total                           30,346,562          53.9%                                 33,796,562       23.4%

 

1. Including 16,953,200 Ordinary Shares held by Raglan Road Capital Limited, a
company owned by Mr Friel and his spouse.

2. Including 425,858 Ordinary Shares held by his spouse.

3. Including, from Admission, 450,000 Ordinary Shares held by Mitaks
Investment & Management AB, a company owned by Mr Akselson and his spouse.

 

                               As at the Date of this Announcement                       On Admission
 Shareholder                   Ordinary Shares     Percentage of Existing Share Capital  Ordinary Shares  Percentage of Enlarged Share Capital
 Raglan Road Capital Limited4  16,953,200          30.1%                                 19,953,200       13.8%
 Cathal Friel                  7,705,118           13.7%                                 7,705,118        5.3%
 McNolan Venture Limited5      6,526,704           11.6%                                 7,426,704        5.1%
 Jacqueline Hall               4,684,437           8.3%                                  4,684,437        3.2%
 Jeremy Martin                 4,684,437           8.3%                                  4,684,437        3.2%
 Explora Minerals AB           0                   0.0%                                  4,500,000        3.1%
 Ian O'Connell                 3,968,499           7.0%                                  3,968,499        2.7%
 Aiden Lavelle6                3,903,697           6.9%                                  3,903,697        2.7%
 Jack Kelly                    1,784,547           3.2%                                  1,784,547        1.2%
 Paul Foord                    1,784,547           3.2%                                  1,784,547        1.2%

 

 

4. Raglan Road Capital Limited is a company controlled by Cathal Friel and his
spouse.

5. A company wholly-owned by Mr Michael Nolan and his spouse.

6. Including 425,858 Ordinary Shares held by his spouse.

 

 

THE TAKEOVER CODE & CONCERT PARTY

 

Upon Admission, the Concert Party will be interested in 48,389,339 Ordinary
Shares, representing

33.5 per cent. of the voting rights of the Company. Assuming exercise in full
by the members of the

concert party of the Options (and assuming that no other person converts any
convertible securities

or exercises any options or any other right to subscribe for shares in the
Company), the members of

the Concert Party would be interested in 50,689,339 Ordinary Shares,
representing approximately

34.5 per cent. of the enlarged voting rights of the Company. A table showing
the respective

individual interests in shares of the members of the Concert Party upon
Admission and following the

exercise of the Options is set out below.

                               As at the date of this Announcement                Immediately following Admission                Maximum holding following exercise of Options granted to

                                                                                                                                 members of the Concert Party(2)
                               Number of Existing Shares  Percentage of Existing                    Percentage of issued Shares  Maximum number of Shares3      Percentage of issued Shares3

                                                          Shares                  Number of

 Name                                                                             Shares
 Raglan Road Capital Limited1                                                     19,953,200        13.8%                        19,953,200                     13.6%

                               16,953,200                 30.1%
 Cathal Friel                  7,705,118                  13.7%                   7,705,118         5.3%                         7,705,118                      5.2%
 McNolan Venture Ltd4          6,526,704                  11.6%                   7,426,704         5.1%                         7,426,704                      5.1%
 Ian O'Connell                 3,968,499                  7.0%                    3,968,499         2.7%                         3,968,499                      2.7%
 Aiden Lavelle                 3,477,839                  6.2%                    3,477,839         2.4%                         4,477,839                      3.0%
 Jack Kelly                    1,784,547                  3.2%                    1,784,547         1.2%                         2,784,547                      1.9%
 Liam Tremble                  1,171,109                  2.1%                    1,171,109         0.8%                         1,171,109                      0.8%
 Robert Whelan                 966,890                    1.7%                    966,890           0.7%                         966,890                        0.7%
 Frances Lavelle               425,858                    0.8%                    425,858           0.3%                         425,858                        0.3%
 Carol Dalton                  390,370                    0.7%                    390,370           0.3%                         390,370                        0.3%
 Caroline McNicholas           334,603                    0.6%                    334,603           0.2%                         634,603                        0.4%
 Mitaks Investment &                                                                                0.3%                                                        0.3%

 Management AB5                0                          0.0%                    450,000                                        450,000
 Ross Crockett                 111,534                    0.2%                    111,534           0.1%                         111,534                        0.1%
 David Kennedy                 223,068                    0.4%                    223,068           0.2%                         223,068                        0.2%
 Total                         44,039,339                 78.2%                   48,389,339        33.5%                        50,689,339                     34.5%

 

 

 

 

 

 

1.     Raglan Road Capital Limited is a company owned by Cathal Friel and
his spouse

2.     See paragraph 4 of Part 7 of the Company's Admission document
published on 28 March 2024 for details of the options over Shares to be
granted conditional upon Admission

3.     Assumes exercise of the options over 2,300,000 shares granted to
members of the Concert Party and assumes no other issue of Shares

4.     All of the Shares beneficially owned by Michael Nolan are held by
McNolan Venture Ltd which is presumed to be part of the Concert Party

5.      All of the Shares beneficially owned by Sven Anders Daniel
Akselson are held by Mitaks Investment & Management AB which is presumed
to be part of the Concert Party

 

ENDS

 

For more information visit www.europeangreentransition.com
(http://www.europeangreentransition.com)

 

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