GSH.L Regulatory News (GSH)

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

19 July 2018

Green & Smart Holdings plc

("Green & Smart" or "G&S" or "the Company")

Green & Smart raises approximately £3.2m from Serba Dinamik International Ltd

Green & Smart Holdings plc (AIM: GSH), a renewable energy company generating power from biogas captured through the treatment of palm oil mill effluent ("POME") in Malaysia, is pleased to announce that it has raised approximately £3.2 million via the subscription for 51,806,000 new common shares of no par value ("Subscription Shares") by Serba Dinamik International Ltd ("SDIL"), at a price of approximately 6.19 pence per Subscription Share (the "Subscription").

The net proceeds of the Subscription will be used to advance the development of the Company's third fully-owned biogas power plant at Minyak and for working capital purposes.

Payment to the Company by SDIL shall be made in Malaysian Ringgit and shall be calculated in accordance with the rate of exchange for Pounds Sterling from Ringgit, quoted by Bank Negara Malaysia (Central Bank of Malaysia) at 9.00 a.m. (Malaysia time) on the date of payment. SDIL is a wholly-owned subsidiary of a Malaysia-based investment holding company, Serba Dinamik Holdings Berhad, which is focused on the energy services industry and is listed on Bursa Malaysia (ticker: SDH:MK) and has a market value of approximately £1bn.

Application has been made 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 or around 2 August 2018. On Admission, the Subscription Shares will rank pari passu in all respects with the existing common shares of no par value ("Common Shares"). Following Admission, SDIL will hold 51,806,000 Common Shares, representing approximately 15.0% of the enlarged issued share capital of the Company. The Subscription is conditional on Admission occurring no later than 8 August 2018.

Under the terms of the subscription agreement, SDIL is entitled to appoint one executive Director to the Company's Board of Directors for as long as SDIL holds at least 15% of the Company's issued share capital. The appointment of the nominated executive Director will be subject to the usual regulatory requirements for an AIM listed company.

The Company also intends to publish its full year results for the year ended 30 September 2017 and its interim results for the six months to 31 March 2018 in early August 2018. Until such time as these results are published, the Company's Common Shares remain suspended from trading on AIM.

Total Voting Rights

Following Admission, the Company will have 345,375,812 Common Shares in issue, none of which are held in treasury. Therefore, the total number of voting rights in the Company will be 345,375,812.

The above figure of 345,375,812 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Saravanan Rasaratnam, Chief Executive Officer of Green & Smart, said: "We are delighted to have secured this investment from Serba Dinamik, an international energy services group providing engineering solutions to the oil & gas and power generation industries. This fundraising has put us on a secure financial footing that will enable us to advance the development of our pipeline of fully-owned biogas power plants. We look forward to reporting on our progress."

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