Level 2

Company Announcements

Schedule One - Atlantis Resources Limited

By LSE RNS

RNS Number : 8704O
AIM
22 May 2018
 

 

 

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:

 

Atlantis Resources Limited (to be renamed SIMEC Atlantis Energy Limited) (the "Company")

 

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

 

Registered Office:

80 Raffles Place

Level 36

Republic of Singapore

048624

 

Trading Address:

4th Floor

Edinburgh Quay 2

139 Fountainbridge

Edinburgh

EH3 9QG

COUNTRY OF INCORPORATION:

 

Republic of Singapore

 

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

 

www.atlantisresourcesltd.com

 

www.simecatlantis.com*

 

*from date of admission

 

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:

 

Atlantis Resources Limited has conditionally agreed to acquire SIMEC Uskmouth Power Limited ("SUP") from SIMEC UK Energy Holdings Limited ("SIMEC") (the "Acquisition").

The proposed acquisition constitutes a reverse take-over under Rule 14 of the AIM Rules for Companies and the Company is therefore seeking re-admission of its securities to trading on AIM ("Re-admission"). The Acquisition will become effective upon Re-admission, and the Company will change its name to SIMEC Atlantis Energy Limited.

SUP is the owner of the 393MW Uskmouth power station in Newport, South Wales (the "Power Station"). It is proposed that, following the Acquisition, 220MW of capacity at the power station will be converted by the Company to use a waste derived energy pellet as the fuel source for power generation.

The value of the Power Station is supported by a value-enhancing contractual structure.

SUP has agreed to enter into two power purchase agreements:

1.   Route-to-market PPA

This power purchase agreement has been entered into with Marble Power Limited, a GFG Alliance company, pursuant to which a majority of the Power Station's power generation is proposed to be sold following conversion of the Power Station.

2.   Fixed Price PPA

This power purchase agreement has been entered into with a newly incorporated joint venture company ("JV") pursuant to which the Power Station is proposed to supply up to 15MW of electricity to a fuel processing facility to be constructed on a site adjacent to the Power Station. The JV has been incorporated by a GFG Alliance company and N+P Group B.V.

In addition, SUP has entered into a fixed price fuel supply agreement with the JV which will supply all of the Power Station's fuel requirements after its conversion.  The JV proposes to construct three fuel processing facilities where the waste derived pellets for burning in the power station will be produced.

The combination of Atlantis' tidal technology and portfolio, together with SUP, will form a diversified renewable energy group with a portfolio of tidal energy assets and opportunities, including an approximate 77 per cent. stake in the MeyGen tidal project.

 

 

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):

366,198,946 ordinary shares of no par value at an issue price of 35 pence per share.

 

No shares are held in treasury.

 

The shares are freely transferable and have no restrictions placed upon them.

 

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

 

Capital to be raised: £20 million

 

Anticipated market capitalisation: £128.2 million

 

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 

50.42 per cent.

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

 

None

 

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):

 

John Mitchell Neill (Non-Executive Chairman)

Timothy James Cornelius (Chief Executive Officer)

Ian Anthony Macdonald (Non-Executive Director)

John Anthony Clifford Woodley (Non-Executive Director)

Andrew Luke Dagley (Chief Financial Officer)

Mark Edward Monckton Elborne (Non-Executive Director appointed by SIMEC)

George Jay Hambro (Non-Executive Director appointed by SIMEC)

 

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):

 

 

Before admission

After admission

SIMEC UK Energy Holdings Limited

0.00%

49.99%

Morgan Stanley Renewables Development I (Cayman) Limited

26.20%

9.01%

Henderson Global Investors Limited

11.87%

5.64%

Miton Asset Management Limited

9.34%

5.01%

APMS Investment Fund Limited

0.00%

3.75%

Herald Investment Management Limited

4.56%

3.13%

Siemens AG

7.87%

2.71%

Armstrong World Industries HK Limited

3.97%

1.36%

Minnow Holdings Pty Limited

3.42%

1.18%

 

 

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

 

None

 

(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)         31 December

(ii)        Information for SUP prepared to 30 September 2017

(iii)       30 June 2018, 30 September 2018 (interim results to 30 June 2018 for the Company and full year results to 31 March 2018 for SUP), 30 June 2019

 

EXPECTED ADMISSION DATE:

 

15 June 2018

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

Cantor Fitzgerald Europe

One Churchill Place

London

E14 5RB

 

 

NAME AND ADDRESS OF BROKER:

 

Cantor Fitzgerald Europe

One Churchill Place

London

E14 5RB

 

Macquarie Capital (Europe) Limited

Ropemaker Place

28 Ropemaker Street

London

EC2Y 9HD

 

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:

 

The admission document will contain full details about SIMEC Atlantis Energy Limited and the admission of its issued share capital to trading on AIM and will be available from the Company's website at www.atlantisresourcesltd.com and, following admission, www.simecatlantis.com.

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

The Quoted Companies Alliance Corporate Governance Code

 

DATE OF NOTIFICATION:

 

22 May 2018

 

NEW/ UPDATE:

 

NEW

 

 

 

 


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