Papillon Holdings Papillon Holdings Plc: Heads Of Terms

 
TIDMPPHP 
 
 
   Papillon Holdings plc / Index: LSE / Epic: PPHP / Sector: Investment 
 
   13 September 2017 
 
   Papillon Holdings Plc ('Papillon' or 'the Company') 
 
   Heads of Terms 
 
   Papillon Holdings plc, the London listed investment company, is pleased 
to announce that it has signed a non-binding Heads of Terms to acquire 
the entire issued share capital of two companies in a cash and shares 
deal ('the Acquisition'): Phestor Limited ('Phestor'), and Greenway 
Activated Carbon Limited ('Greenway'). These companies are focused on 
ultra-supercapacitor development for energy storage and the development 
and sale of high quality active carbon production from biomass.  The 
Acquisition, if completed, would result in Papillon shareholders having 
a 50% interest in the enlarged group (the 'Group'). 
 
   Phestor is developing a new breed of large-scale, energy storage and 
delivery systems.  Its ultra-supercapacitors, with a capacitance of over 
100,000 Farad in a single unit, are targeted to be far larger in size 
and far superior in performance to any other supercapacitors on the 
market today.  Physical energy storage is the electrostatic storage of 
direct electrical energy and is made possible without the need for a 
chemical reaction or mechanical action and are capable of 1,000,000s of 
charge and discharge cycles 
 
   Phestor plans to focus on markets such as back up to the National Grid 
in the UK and other electricity supply networks worldwide together with 
target markets such as manufacturing, military, aerospace, science, 
power-tool and elevator industries, which require large scale 
ultra-high-power solutions.  These are potentially extremely lucrative 
markets, with vast growth potential. 
 
   Greenway plans to build and operate bio-refineries to extract 
Hemicellulose, Cellulose, Proteins, Pectin, Lignin, Lipids, Silica and 
Ash from sugar beet pulp, straw and brewery "Mask" biomass.   It has 
already identified large volumes of these low-cost precursor feedstocks. 
High grade active carbon is extracted from this process, along with 
other saleable by-products, which is patented and for which the company 
has secured an exclusive European licence, while the high-grade carbon 
produced will be sold to third parties, the active carbon is a principal 
component of Phestor's ultra-supercapacitors. The market dynamic for 
Greenway's product is extremely positive due to the current and 
forecasted increased requirement for high grade active carbon 
 
   Both companies have highly experienced management teams with the ability 
to deliver on their strategy. 
 
   Papillon CEO Charles Tatnall said, "These companies fit with our 
investment criteria of being exceptional, highly scalable, cutting-edge 
companies operating in rapidly growing markets.  Given their green 
credentials, disruptive characteristics and clear growth visions, the 
two businesses complement each other and will, we believe, benefit from 
a London listing.  We are now conducting extensive due diligence, which 
we hope will lead to a fast and seamless acquisition that would be 
mutually beneficial for all parties." 
 
   The Acquisitions are subject, inter alia, to the completion of due 
diligence, documentation and compliance with all regulatory requirements, 
including the Listing and Prospectus Rules and, as required, the 
Takeover Code. 
 
   The Acquisitions, if they proceed, will constitute a Reverse Takeover 
under the Listing Rules since, inter alia, in substance it will result 
in a fundamental change in the business of the issuer.  As the 
Acquisitions will constitute a Reverse Takeover under the Listing Rules, 
the listing in the Company's ordinary shares have been suspended at the 
request of the Company pending the publication of a prospectus and the 
application for the enlarged Company to have its Ordinary Shares 
admitted to the Official List and to trading on the main market for 
listed securities of the London Stock Exchange. 
 
   The Company is working on the preparation of a prospectus in relation to 
the Acquisition and will, in due course, be making application for the 
enlarged Company to have its Ordinary Shares admitted to the Official 
List and to trading on the main market for listed securities of the 
London Stock Exchange. 
 
   The Company will update shareholders as the matter progresses. 
 
   **ENDS** 
 
   For further information visit www.papillonholdingsplc.com or contact the 
following: 
 
 
 
 
Charles Tatnall           Papillon Holdings plc    [e-mail] 
                                                   m 
Financial Adviser 
Jon Isaacs                Alfred Henry Corporate   [e-mail] 
                          Finance Limited           [phone] 
Financial PR 
Isabel de Salis / Olivia  St Brides Partners       [e-mail] 
Vita                      Limited                   [phone] 
 
 
   This announcement contains inside information for the purposes of 
Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR). 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Papillon Holdings PLC via Globenewswire 
 
 
  http://papillonholdingsplc.com/ 
 

(END) Dow Jones Newswires

September 13, 2017 10:20 ET (14:20 GMT)

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