AFC Energy Regulatory News (AFC)

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

12 April 2019

AFC Energy PLC

("AFC Energy" or the "Company")

Subscription of 27,108,334 Ordinary Shares at a price of 3 pence per share to raise £813,000

AFC Energy (AIM: AFC), the leading alkaline fuel cell power company, is pleased to announce that it has conditionally raised £813,000 before expenses by way of a subscription for 27,108,334 ordinary shares of 0.1 pence each ("Ordinary Shares") at 3 pence per Ordinary Share (the "Issue Price").

The net proceeds of the Subscription, which has been arranged by M C Peat & Co LLP and Leander Capital Partners Ltd, will be used in conjunction with the convertible debt facility (announced earlier this morning) to support delivery of the Company's Go-to-Market strategy. This strategy is focused on preparation for commercial deployment and the strengthening of the Company's supply chain.

The Issue Price represents a discount of 20.53 per cent. to the closing price of 3.78 pence on 11 April 2019. The Subscription is not being underwritten and is conditional on admission of the Subscription Shares to trading on AIM. The Subscription is being conducted pursuant to the existing authorities granted to the Directors of the Company at its annual general meeting on 24 April 2018 and therefore no further shareholder approval is required. The Subscription Shares represent approximately 6.3 per cent. of the Company's issued share capital as enlarged by the Subscription Shares (the "Enlarged Share Capital").

Application will be made to the London Stock Exchange for the Subscription Shares to be admitted to trading on AIM ("Admission") and it is expected that such Admission will occur at 8.00 a.m. on 18 April 2019. The Subscription Shares will be issued credited as fully paid and will rank in full for all dividends and other distributions declared, made or paid after the admission of the Subscription Shares, respectively and will otherwise be identical to and rank on Admission pari passu in all respects with the existing Ordinary Shares. The Subscription Shares are not being made available to the public and are not being offered or sold into any jurisdiction where it would be unlawful to do so.

Following Admission, and assuming the admission to trading on AIM of 6,666,667 Ordinary Shares to be issued as payment of the arrangement fee (as announced earlier today) which is expected to occur on 17 April 2019, the Company will therefore have 425,773,206 Ordinary Shares in issue, none of which will be held in treasury.

About AFC Energy

AFC Energy plc is commercialising a scalable alkaline fuel cell system, to provide clean electricity for on and off grid applications. The technology, pioneered over the past ten years in the UK, is in the process of being deployed in industrial gas plants for grid generation, as an alternative to diesel generators for localised power, in energy storage systems and as the power source for local electricity needs.