Acta S.p.A. £2.0 million institutional placing (3542O)

TIDMACTA

RNS Number : 3542O

Acta S.p.A.

06 August 2014

Acta S.p.A.

("Acta" or "the Company")

Placing:

Successful GBP2.0 million institutional fundraising

Acta (AIM: ACTA), the hydrogen energy company, announces that the Company has, via an institutional placing (the "Placing"), raised GBP2,033,837 (gross) through the issue and allotment of 67,794,580 ordinary shares of Euro 0.006 each in the capital of the Company ("Placing Shares"). An additional GBP34,000 has been contractually subscribed for by directors and key management, further details of which are set out below.

The Placing Shares were placed at a price of 3.0 pence per share (the "Placing Price"). The net proceeds of the Placing will be used to finance the working capital requirements of the Company's current commercial expansion.

Background to, and reasons for, the Placing

During 2014, the Board has announced a growing number of strategic commercial engagements, including the successful conclusion of product evaluation trials with major customers and the growth of both initial product sales and the increasing scale of repeat orders. Key milestones announced during the year to date have included:

-- Commercial partnership and product development agreement with Reli-On Inc, one of the world's largest fuel cell producers

-- Repeat order for 15 electrolysers and a number of smaller units to M-Field Energy, a leading system integrator of Ballard fuel cell stacks, with the expectation of further orders during Autumn 2014

   --     Repeat order from Heliocentris for ten 500L/hr electrolyser stacks for the education sector 

-- Live site evaluation successfully concluded with one of Australia's largest mobile phone operators and repeat order received for three Acta Power units, with larger orders expected in successive stages

-- Live site evaluation successfully concluded at a major international mobile phone operator's base station in Egypt, with functionality and performance exceeding the customer's specifications. Further negotiations in progress for a larger number of systems to be deployed in the area

-- Live site evaluation successfully concluded with one of the largest mobile phone operators in the Philippines, with negotiations in progress for a larger deployment of Acta Power systems for remote back-up power

-- Sale of two Acta Power systems for a renewable energy storage application in Chiang Mai, Thailand

-- Shipment of the Acta Power system sold in December 2013 for renewable energy storage in Singapore

-- Product development partnership with Dantherm, a subsidiary of Ballard Inc, for remote back-up power systems, including the sale of an EL1000 electrolyser for a wind energy storage application near the Arctic Circle. This first product will initially be installed at Dantherm's premises for integration with Dantherm's own back-up power solutions for the purpose of future larger deployments in cold environments

-- Launch of the Acta Cube, a small self-recharging fuel cell device, at the Hanover Messe in April 2014

-- Commercial progress in the development of refueling applications for fuel cell electric vehicles, including fuel cell cars, scooters and forklift truck applications

   --     Increase in the Company's production capacity to 40 electrolyser products per month 

Additional progress during the year to date has also included the first sale of an electrolyser to a Chinese distributor for the Chinese back-up power market, the CE certification of the Acta Power system and further investment in the Company's commercial, engineering and production departments.

Although the Company's sales are growing strongly the Board remains focused on our strategic developments in the telecoms back-up power market due to the size and immediacy of the opportunity, and the growing level of engagement and demand coming from other sectors including renewable energy storage in off-grid locations and fuel cell vehicle refuelling.

The Board believes that the strengthening of the Company's balance sheet via the Placing will allow the Company to demonstrate to its current and potential customers adequate financial resources to commit to the larger scale product deployments already under negotiation with major telecom companies and will provide working capital for the anticipated operational and financial growth of the business during the remainder of the financial year.

Details of the Placing

The Placing has been supported by a combination of existing and new institutional investors, plus the Company's Board members. The Acta Board have participated in the Placing at the Placing Price for a total subscription of GBP66,000 in aggregate, as follows:

 
       Board           Role             Shareholding             Subscription          Participation               Shareholding 
       member                            prior to the               in the             in the Placing              following the 
                                           placing                  Placing                                           Placing 
---------------  -----------  ----------------------------  -----------------  ------------------------  --------------------------- 
     Paolo Bert       CEO          17,455,879       10.24%          GBP15,000       500,000       0.74%       17,955,879       7.54% 
---------------  -----------  ---------------  -----------  -----------------  ------------  ----------  ---------------  ---------- 
     Paul 
      Barritt         CFO             177,857        0.10%          GBP15,000       500,000       0.74%          677,857       0.28% 
---------------  -----------  ---------------  -----------  -----------------  ------------  ----------  ---------------  ---------- 
     Robert           Non 
      Drummond         Exec.          227,057        0.13%          GBP12,000       400,000       0.59%          627,057       0.26% 
---------------  -----------  ---------------  -----------  -----------------  ------------  ----------  ---------------  ---------- 
     Aldo             Non 
      Filippini        Exec.           71,429        0.04%          GBP12,000       400,000       0.59%          471,429       0.20% 
---------------  -----------  ---------------  -----------  -----------------  ------------  ----------  ---------------  ---------- 
     Rodney           Non 
      Westhead         Exec.          171,429        0.10%          GBP12,000       400,000       0.59%          571,429       0.24% 
---------------  -----------  ---------------  -----------  -----------------  ------------  ----------  ---------------  ---------- 
 

In addition Alessandro Tampucci, research director, who is not a Board member has participated in the Placing at the Placing Price with a subscription for GBP5,000 (166,667 Placing Shares).

Simultaneous to the Placing, Paolo Bert (CEO), Paul Barritt (CFO), and Alessandro Tampucci have contractually committed to subscribe, respectively, for GBP12,000, GBP10,000 and GBP12,000 worth of ordinary shares of Euro 0.006 each in the capital of the Company ("Ordinary Shares") in two equal tranches on 31 January 2015 and 31 July 2015, by way of a salary sacrifice arrangement put in place with the Company (the "Management Subscription"). The price for the Management Subscription will be the higher of the Placing Price or the three month average mid-market price for Acta's share price as quoted on the AIM Market of the London Stock Exchange for the three months preceding the issue of each tranche of Ordinary Shares in relation to the Management Subscription. The Management Subscription will result in additional proceeds to the Company of GBP34,000.

The aggregate commitment of the Acta Board and senior management of the Company, made by way of the Placing and the Management Subscription will result in an aggregate investment of GBP105,000.

The Placing utilises the Company's authority to issue up to 100,000,000 new ordinary shares that was granted on 30 June 2014. The Placing is not underwritten and is subject to, inter alia, admission of the Placing Shares to trading on AIM ("Admission"). The Placing Shares represent approximately 28.46% of the issued share capital as enlarged by the Placing.

Admission and dealing arrangements

Application has been made to the London Stock Exchange for Admission of the Placing Shares. It is expected that dealings in 62,794,580 Placing Shares will commence at 8.00 a.m. (London time) on 11 August 2014 and dealings in 5,000,000 Placing Shares will commence at 8.00 a.m. (London time) on 20 August 2014. Following the Admission of the Placing Shares, the issued share capital of the Company will be 238,226,519 ordinary shares.

The Placing Shares will be issued credited as fully paid and will rank pari passu in all respects with each other and with the existing ordinary shares, including as to the right to receive and retain all dividends and other distributions declared, made or paid after Admission.

Outlook

The net proceeds of the Placing will be utilised to finance the Company's strategic developments together with the anticipated growth of the Company beyond the current financial year as commercial deployments accelerate and repeat orders continue to expand through larger deployments with major telecommunication companies.

The Board will continue to monitor its working capital requirements in the light of the size and timing of larger customer contracts and the rate of its business development over the medium term to ensure sufficient capital adequacy to support the Company's growth opportunities.

As reported on 25 June 2014, the Board remains confident that the Company will deliver strong revenue growth for the year with sales across all of Acta's business lines gaining momentum and a growing pipeline of opportunities. The new funding will allow the Company to capitalise upon these opportunities while continuing to invest in the operational capabilities of the business to ensure success throughout the next stage of the Company's growth.

Paolo Bert, Chief Executive of Acta commented: "We are very pleased to see the growth of our business taking root across its key sectors, with the successful conclusion of products trials and our progress into the next stage of larger repeat orders. We are equally pleased with the strategic opportunities that are now emerging and the huge markets that these represent. I would like to thank our shareholders for their continued support and look forward to sharing our future success with them."

- ENDS-

For further information please contact:

 
     Acta S.p.A.                                  Tel: [phone] 
     Paolo Bert, Chief Executive Officer          www.actaspa.com 
      Paul Barritt, Chief Financial Officer 
 
 
     Altium Capital (Nominated Advisor)        Tel: [phone] 
     Adrian Reed / Dom Orsini 
 
       Cantor Fitzgerald Europe (Broker)         Tel: [phone] 
     Mark Percy / David Banks / Paul 
      Jewell 
 

Media enquiries:

 
     Walbrook PR                      Tel: [phone] 
     Paul Cornelius / Nick Rome       [e-mail] 
 

About Acta S.p.A.

Acta S.p.A. is a developer and manufacturer of a range of clean energy products. Based on its world-leading expertise in alkaline membrane technology, the Company has developed a unique range of low-cost, compact hydrogen generators (electrolysers) which produce pure, dry compressed hydrogen at high efficiency from renewable or grid power.

In June 2013 Acta shipped the first Acta Power, an integrated electrolyser and fuel cell system for use in back-up power and renewable energy storage applications. Best understood as a "Hydrogen Battery", the system converts energy from renewable or grid power when it is available and stores it in the form of hydrogen, and then converts the hydrogen back to electrical power when needed due to grid black-out or lack of solar / wind power.

This system has extensive application as a back-up power unit for telecommunications base stations, where it competes on cost against traditional battery and diesel solutions, while offering a cleaner solution and better service. In particular, the use of rainwater and the generation of hydrogen on-site removes the cost and logistical barriers of fuel delivery, while also avoiding the theft risk associated with diesel, methanol and battery systems.

The supply of fuel cell back-up power systems for telecommunications base stations represents a large and fast-growing market, especially in extensively bad-grid and off-grid locations such as in Asia and Africa. Battery sales to the Chinese telecoms industry are currently valued at $4.7 bn to $7.8 bn per annum (Fuel Cell Today, China).

Acta holds a portfolio of patents and patent applications on its key technologies, manufactures its products through a combination of production, component subcontracting, and final product assembly and quality control, and has established distribution channels through partnerships in China, India, SE Asia, Australia, Africa, Middle East, Germany, UK, USA and South America.

Acta S.p.A. is based near Pisa, Italy, and was admitted to trading on AIM in October 2005.

www.actaspa.com

This information is provided by RNS

The company news service from the London Stock Exchange

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