RE: Asking to issue another 8.644 billion shares6 Aug 2024 08:16
Resolution 1 - Directors’ Authority to Allot Shares
This is an ordinary resolution to grant the Directors with authority to allot and issue shares and grant rights to subscribe for shares in the Company for the purposes of Section 551 of the Act up to the maximum aggregate nominal amount of £8,644.35 (being 100% of the Company’s issued share capital). This Resolution replaces any existing authorities to issue shares in the Company and the authority under this Resolution will expire at the conclusion of the next general meeting of the Company.
Resolution 2 – Disapplication of Pre-emption Rights
Resolution 2 proposes to dis-apply the statutory rights of pre-emption in respect of the allotment of equity securities for cash under Section 561(1) of the Act. This is a special resolution authorising the Directors to issue equity securities as continuing authority up to an aggregate nominal amount of £8,644.35 (being 100% of the Company’s issued share capital) for cash on a non pre-emptive basis pursuant to the authority conferred by Resolution 1 above.
As announced in by the Company on 5 August 2024, the Company conditionally raised gross proceeds of £1.0 million by means of a placing (the "Placing") of new Ordinary Shares. In addition to the Placing, as the Company values its existing retail shareholder base, the Company also intends to offer its existing retail shareholders a “Retail Offer” of new Ordinary Shares at the same issue price as the Placing. Therefore, resolutions 1 and 2 are crucial to complete the Placing and the Retail Offer.
The Placing’s proceeds will be directly employed to further specific activities required to materially advance the Company’s hydrogen storage projects. Specifically, it will permit the Company to initiate essential new studies, including but not limited to environmental surveys, engineering studies and other works necessary to submit applications for: (i) government Revenue Support in the first hydrogen storage allocation round (see RNS 29th May 2024, 27th June 2024 and 2nd August 2024), and (ii) Development Consent Orders under the Nationally Significant Infrastructure Project planning regime.
The funds will also permit the Company to further negotiations with identified prospective strategic joint venture partners and conclude a land option agreement for a further hydrogen storage site. The Company will also seek further Letters of Support for its Revenue Support application similar to those recently furnished by major energy and UK hydrogen infrastructure players RWE, Sumitomo and SGN.
The Directors therefore seek specific shareholder approval for authority to issue shares and dis-apply pre-emption rights in respect of those shares in order that the Company can raise money for its working capital obligations.
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