27 March 2013
THIS ANNOUNCEMENT IS RESTRICTED AND IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, AUSTRALIA OR NEW ZEALAND OR ANY OTHER STATE OR JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL
Ceres Power Holdings PLC
("Ceres" or the "Company")
Result of Placing and Open Offer
On 12 March 2013, the Company announced details of a proposed share issue to raise proceeds of up to approximately £9.7 million before expenses by way of:
· a Placing of 108,464,733 New Ordinary Shares at 8 pence per share to the Placees to raise approximately £8.7m; and
· a further issue of up to 12,483,428 New Ordinary Shares at 8 pence per share to Qualifying Shareholders pursuant to the Open Offer to raise up to approximately £1.0m.
The Open Offer closed for acceptances at 11.00 a.m. today and has resulted in subscriptions being received for a total of 9,882,890 Open Offer Shares, representing 79.2% of the maximum shares available under the Open Offer.
Consequently, the Company has conditionally raised a total of approximately £9.5 million through the Placing and Open Offer.
The Placing and Open Offer remain conditional upon, amongst other things, the approval of Shareholders at the General Meeting, to be held at 11.00 a.m. tomorrow at the offices of IP Group plc located at First Floor, 24 Cornhill, London, EC3V 3ND and upon Admission occurring by 8.00 a.m. on 2 April 2013 (or such later time and/or date as the Company may determine).
Application has been made to AIM for the admission of the 108,464,733 Placing Shares and 9,882,890 Open Offer Shares. It is expected that Admission to trading on AIM will commence at 8.00 a.m. on 2 April 2013. Following Admission, the Company will have 536,563,285 Ordinary Shares of 1 pence each in issue.
The New Ordinary Shares to be issued pursuant to the Placing and Open Offer (in uncertificated form) are expected to be credited to CREST accounts on or around 8.00 a.m. on 2 April 2013 and definitive share certificates for the New Ordinary Shares to be issued pursuant to the Placing and Open Offer are expected to be despatched to certificated shareholders by 9 April 2013.
This announcement should be read in conjunction with the full text of the circular posted to Shareholders on 12 March 2013 (the "Circular"), copies of which are available on the Company's website at www.cerespower.com. Unless stated otherwise, capitalised terms in this announcement have the same meaning as given in the Circular.
Ceres Power Holdings plc
Steve Callaghan, Chief Executive
Richard Preston, Finance Director
Tel. +44 (0)1403 273 463
N+1 Singer (Nominated Adviser and Broker)
Andrew Craig / Ben Wright
Tel: +44 (0) 20 7496 3000
Notes to editors:
Ceres Power is a leading developer of clean, efficient, cost-effective fuel cell technology for use in decentralised energy products that reduce operating costs, lower CO2 emissions and improve energy security. These products use the Company's mass manufacturable technology platform, the Fuel Cell Module, based on the Company's unique patented intermediate temperature solid oxide fuel cell technology and operating on mains natural gas or in the future a range of other fuels including packaged fuels, such as LPG. The Company is listed on the AIM market of the London Stock Exchange, and has facilities in Horsham and Crawley, UK, including a pilot-scale fuel cell manufacturing facility.