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Schedule 1 - Plutus Resources Plc

7 Aug 2014 16:00

RNS Number : 5828O
AIM
07 August 2014
 



 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Plutus Resources plc (to be renamed Plutus PowerGen plc)

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

27/28 Eastcastle Street

London

W1W 8DH

 

COUNTRY OF INCORPORATION:

England & Wales

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

Prior to Admission: www.plutusresourcesplc.com

Following Admission: www.plutuspowergenplc.com

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Plutus Resources plc ("the Company") has entered into a conditional agreement to acquire the entire issued and to be issued share capital of Plutus Energy Limited ("Plutus Energy") that it does not already own to form the Enlarged Group. The acquisition constitutes a reverse takeover under rule 14 of the AIM Rules for Companies. Plutus Energy is a company that was established in January 2014 for the purpose of generating power from flexible stand-by power generation farms and generating revenues through the sale of this power to large energy supply companies during periods of peak electricity demand or grid instability.

 

Plutus Energy has a management team with expertise in the building and operation of flexible power generation projects, a demonstrable track record of securing EIS funding for the fixed cost element of the construction of diesel generation sites, obtaining planning permission with suitable connectivity to the grid as well as successfully tendering for National Grid contracts for this form of specialised energy sales.

 

The Directors believe that the market opportunity arises from the constraints inherent in the National Grid's electricity transmission network where flexible power generation has an increasing role to play particularly as fossil fuel power stations continue to close and it will be many years before new nuclear power stations will be built in the UK.

 

Whilst Plutus Energy has yet to generate revenues, the business plan of the Enlarged Group assumes that within 12 months from Admission, and subject to securing the necessary funding and planning permissions, it will have secured contracts for construction, on-going tendering and operations & management of short term operating reserve ("STOR") facilities for individually established special purpose vehicles, which will be part owned by the Enlarged Group. In addition, the Enlarged Group intends to enter into service contracts for the tender and operations of STOR capacity for business to business energy efficiency companies.

 

Plutus Energy has entered into a STOR framework agreement with National Grid Electricity Transmission plc and has successfully tendered for a total of 30MW of STOR capacity across two sites (subject to certain terms and conditions). The initial focus of the Enlarged Group following admission will be to establish STOR facilities to supply back-up power to National Grid pursuant to these successful tenders and to pursue other such agreements with UK utility companies.

 

The main country of operation of the Enlarged Group is the UK.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

Number and type of securities: 488,313,550 ordinary shares of 0.1 pence each. There are no restrictions on the transfer of the securities.

 

Issue price: ordinary shares have been placed at a placing price of 0.6 pence per share.

 

Treasury shares: there will be no ordinary shares held in treasury on Admission.

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £800,000

Anticipated market capitalisation on Admission: £2.93 million (based on the placing price of 0.6 pence)

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Approximately 53.55 per cent.

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/A

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Charles Ronald Spencer Tatnall, Chief Executive Officer (Proposed Executive Chairman)

James Timothy Chapman Longley, Chief Financial Officer

Josephine (Jo) Dixon, Non-Executive Director

Philip (Phil) Leonard Stephens, Proposed Chief Executive Officer

Paul Lazarevic, Proposed Chief Operating Officer

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

 

Name

% of existing issued share capital

% of enlarged issued share capital on Admission

Paternoster Resources plc

24.35

19.32

Charles Tatnall

17.05

11.37

James Longley

12.18

9.73

Plutus Energy Limited

12.68

-

Redmayne Nominees Limited

8.47

2.85

Richard Hoblyn

4.87

1.64

Robert Savill

3.65

3.54

Andrew Hobbs

3.49

1.18

Philip (Phil) Stephens

-

7.00

Paul Lazarevic

-

6.14

 

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/A

 

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 30 April

(ii) 30 April 2014

(iii) The Company will notify unaudited interim accounts for the six months to 31 October 2014 by 31 January 2015. The Company will publish its audited accounts for the year ended 30 April 2015 on or before 31 October 2014. The Company will notify unaudited interim accounts for the six months to 31 October 2015 by 31 January 2016.

 

EXPECTED ADMISSION DATE:

22 August 2014

 

NAME AND ADDRESS OF NOMINATED ADVISER:

SP Angel Corporate Finance LLP

Prince Frederick House

35-39 Maddox Street

London W1S 2PP

 

NAME AND ADDRESS OF BROKER:

SP Angel Corporate Finance LLP

Prince Frederick House

35-39 Maddox Street

London W1S 2PP

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

Prior to Admission: www.plutusresourcesplc.com

Following Admission: www.plutuspowergenplc.com

 

The Admission Document contains full details about the applicant and the admission of its securities.

 

DATE OF NOTIFICATION:

7 August 2014

 

NEW/ UPDATE:

NEW

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
PAABSGDIBUGBGSR
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