Getech, a provider of data, knowledge and software products to the energy industry, is pleased to announce that it has completed a conditional Placing and Subscription to raise approximately £6.0 million (before expenses) by way of the issue of 27,272,728 Placing and Subscription Shares in two tranches at an Issue Price of 22 pence per new Ordinary Share.
In addition to the Placing and Subscription, the Company is launching an Open Offer to allow all Qualifying Shareholders to subscribe for new Ordinary Shares at the Issue Price and to raise up to approximately £0.25 million (before expenses) on the basis of 1 new Ordinary Share for every 33 Existing Ordinary Shares held on the Record Date of 10 March 2021.
- Placing and Subscription with new and existing institutional investors to raise £6.0 million (before expenses) to facilitate diversified growth in areas important to the delivery of a global Energy Transition.
- Open Offer to Qualifying Shareholders to raise up to £0.25 million (before expenses).
- The Issue Price of 22 pence represents a 12% discount to the closing mid-market price on AIM of 25 pence per Ordinary Share on 11 March 2021, being the last dealing day prior to the date of this announcement.
- The net proceeds of the Placing and Subscription and Open Offer will be used by the Company to:
- invest in its core products and services to enable it to add value to a range of commercial applications in the hydrogen, mining and geothermal sectors;
- develop established partnerships that can add new content to existing products, and new customer solutions that are in development;
- take advantage of opportunities to leverage its offering through asset exposure, particularly in hydrogen; and
- strengthen the Company’s balance sheet in order to allow it to maintain its baseline of investment in its petroleum products and services and undertake a broad and tax-efficient programme of R&D innovation to identify and target additional areas of opportunity in the Energy Transition.
- The Company has, on 11 March 2021, exercised its option to acquire the entire issued share capital of H2 Green, with such acquisition conditional only on the approval of the Resolution by Shareholders at the General Meeting and the Placing Agreement not being terminated prior to that date.
- Senior management participation and ongoing alignment demonstrated through the participation of Jonathan Copus, CEO of Getech, in the Subscription and an amendment to the terms of the H2 Green Option prior to exercise increasing the equity component of consideration payable to the CEO and COO of H2 Green by £40,000, reflecting their commitment to Getech.
The Placing and Subscription and Open Offer are conditional, inter alia, upon the approval of the Resolution by Shareholders at the General Meeting which is scheduled to be held at 11.00 a.m. on 30 March 2021 at the offices of the Company, at Kitson House, Elmete Hall, Elmete Lane, Leeds LS8 2LU.
A Circular containing the Notice of Meeting to approve a resolution authorising the allotment of up to 28,411,019 new Ordinary Shares (being the maximum required for the purposes of the Placing and Subscription Shares and the Open Offer Shares) and for such shares to be allotted on a non-pre-emptive basis is expected to be published by the Company and sent to Shareholders later today, together with, in the case of Qualifying Shareholders, the Application Form.
In accordance with the Stay at Home Order relating to the containment and control of COVID-19, Shareholders will not be able to attend the General Meeting in person. The Circular contains details as to how Shareholders may raise questions in advance of the General Meeting and vote on the Resolution by proxy. Forms of proxy for use at the General Meeting are not being posted with the Circular. Instead, instructions are set out in the Notice of Meeting to enable Shareholders to register to vote electronically. Shareholders may request a paper form of proxy from the Registrar, Link Group if they do not have access to the Internet.
A copy of the Circular will be available on the Company’s website at www.getech.com. The attention of Shareholders is drawn to the letter from the Chairman of the Company that is set out in the Circular and which contains, amongst other things, the Directors’ unanimous recommendation that Shareholders vote in favour of the Resolution to be proposed at the General Meeting.
Further details of the Placing and Subscription and the Open Offer, together with the expected timetable, are set out in the extract from the Circular below.
Jonathan Copus, CEO of Getech Group Plc, commented:
“We are delighted by the support we have received from new and existing shareholders. The combination of a Placing and Subscription with institutional and other investors alongside an Open Offer both broadens our shareholder base while allowing all shareholders the opportunity to participate. We look forward to utilising the net proceeds to execute multiple growth opportunities, which we have identified through a methodical and balanced programme of business development.”
“These growth opportunities, with particular focus on the hydrogen, mining and geothermal sectors, reflect the changing shape of the global primary energy mix. This Energy Transition is occurring at an accelerated pace, which places Getech’s customers in a new commercial landscape – one that is underlain by a web of complex location-based decision making. Getech’s products and services can add significant value to this landscape and we are excited by the commercial opportunity that lies ahead of us.”
Read the full story here: Getech Announces Placing and Open Offer to Raise £6.25 million