Versarien Regulatory News (VRS)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF VERSARIEN PLC.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY PRIMARYBID LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN 779021)

21 September 2018

Versarien PLC

(Versarien PLC or the "Company") (AIM: VRS)

PrimaryBid.com Offer

Versarien PLC (AIM: VRS), the advanced engineering materials group, is pleased to announce, an offer via PrimaryBid (the "Offer") to raise not less than £2.9m by the issue and allotment by the Company of 2,000,000 new ordinary shares of 1 pence each in the Company ("New Ordinary Shares") at an issue price of 145 pence per New Ordinary Share (the "Issue Price"), being a discount of 18 per cent to the closing mid-price on 21 September 2018.

The Company is currently in advanced negotiations with Gnanomat S.L., a Spanish based company capable of utilising Versarien's graphene products in an environmentally friendly, scalable production process for energy storage devices that offers high power density, almost instant recharging and very long lifetimes for use in electrical vehicles and portable electronics products. If successfully concluded, Versarien will own a majority stake in that company and provide funding for scale up of a pilot plant. It will provide a centre of excellence for energy in Europe with access to a proportion of the c€1bn of research funding post Brexit, and access to Spanish graphene research institutions.

Offer

The Company values its retail investor base and is therefore pleased to provide private and other investors the opportunity to participate in the Offer by applying exclusively through the www.PrimaryBid.com platform and the PrimaryBid mobile app available on the Apple App Store and Google Play. PrimaryBid does not charge investors any commission for this service.

In order to comply with the Prospectus Directive, the Company will ensure that funds raised in a 12-month period from individual investors investing less than €100,000 do not exceed €8,000,000.

The Offer, via the PrimaryBid.com platform, will be open to individual and institutional investors from 4.30pm on 21 September 2018 to 5.00pm on 23 September 2018. The Offer may close early if it is oversubscribed.

The Company and PrimaryBid reserve the right to reject any application for subscription under the Offer without giving any reason for such rejection. Any application under the Offer from an Eligible Counterparty investor will require PrimaryBid to consult with the Company prior to acceptance of that application.

No commission is charged to investors on applications to participate in the Offer made through PrimaryBid. It is vital to note that once an application for New Ordinary Shares has been made and accepted via PrimaryBid, an application cannot be withdrawn.

For further information on PrimaryBid.com or the procedure for applications under the Offer, visit www.PrimaryBid.com or call PrimaryBid.com on +44 (0)20 3026 4750. 

The Company may, at its sole discretion, elect to increase the total number of New Ordinary Shares available under the Offer.

The New Ordinary Shares will be issued free of all liens, charges and encumbrances and will, when issued and fully paid, rank pari passu in all respects with the Company's existing Ordinary Shares.

Details of the Offer

The Company highly values its retail investor base which has supported the Company alongside institutional investors over several years. Given the longstanding support of retail shareholders, the Company believes that it is appropriate to provide retail and other interested investors the opportunity to participate in the Offer. The Company is therefore making the Offer available exclusively through PrimaryBid.com.

The Company and PrimaryBid reserve the right to reject any application for subscription under the Offer without giving any reason for such rejection. Any application under the Offer from an Eligible Counterparty investor will require PrimaryBid to consult with the Company prior to acceptance of that application.

In order to comply with the Prospectus Directive, the Company will ensure that funds raised in a 12-month period from individual investors investing less than €100,000 do not exceed €8,000,000. The Offer is offered under the exemptions against the need for a prospectus allowed under the Prospectus Rules. As such, there is no need for publication of a prospectus pursuant to the Prospectus Rules, or for approval of the same by the Financial Conduct Authority in its capacity as the UK Listing Authority. The Offer is not being made into any Restricted Jurisdiction or any other jurisdiction where it would be unlawful to do so.

There is a minimum subscription of £100 per investor under the terms of the Offer which is open to existing shareholders and other investors subscribing via PrimaryBid.com.

For further details please refer to the PrimaryBid.com website at www.PrimaryBid.com. The terms and conditions on which the Offer is made, including the procedure for application and payment for New Ordinary Shares, is available to all persons who register with PrimaryBid.com.

Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

It should be noted that a subscription for New Ordinary Shares and investment in the Company carries a number of risks. Investors should consider the risk factors set out on PrimaryBid.com before making a decision to subscribe for New Ordinary Shares. Investors should take independent advice from a person experienced in advising on investment in securities such as the New Ordinary Shares if they are in any doubt.