Certain information contained within this Announcement is
deemed by the Company to constitute inside information as
stipulated under the Market Abuse Regulation (EU) No. 596/2014
("MAR") as applied in the United Kingdom. Upon publication of this
Announcement, this information is now considered to be in the
public domain.
8 February 2024
Eco Buildings Group
plc
(the "Company" or the
"Group")
Fundraise of
£827,000 ($1 million) with existing
shareholders to accelerate modular housing
production
Eco Buildings Group Limited (ECOB),
a modular housing company, is pleased to announce that it has
raised £827,000 via a subscription for 6,891,667 new ordinary
shares ("Subscription
Shares") by several supportive existing shareholders (the
"Fundraise"). Dr Etrur
Albani, a non-executive director and co-founder of Eco Buildings
and Andrew Allner whose retirement as Chairman was announced on the
18 January 2024 are participating in the Fundraise.
The Subscription will be completed
at a price of 12 pence per share (the "Issue Price"), being a 4.3% premium to
the closing market price of 11.50 pence per share on 7 February
2024 (the business day prior to the date of this
announcement).Warrants over new ordinary shares
will be issued on the basis of one for every one Subscription
Share. The warrants have a three year term, with an exercise
price of 12p for the first 12 months, 19p for the following 12
months, and 26p for the final twelve months.
The Fundraise is conditional, inter
alia, upon admission of the Subscription Shares to trading on AIM
becoming effective in accordance with the AIM Rules for Companies
and occurring by not later than 8.00 a.m. on 13 February
2024.
Use
of Proceeds
The proceeds will be used to
accelerate production of modular housing and help satisfy the
existing €114M order book over 3 years. The Company anticipates that the first revenue is to be
received in the current quarter (Q1 2024) and ongoing thereafter.
In addition the Company will use funds to support growth in new
geographic areas.
Director's Participation and Related Party
Transactions
Dr Etrur Albani, a non-executive
director and co-founder of Eco Buildings, is investing £100,000 by
subscribing for 833,333 Subscription Shares at the Issue Price.
Following Admission, Dr Etrur Albani will have an interest in
17,640,286 Ordinary Shares representing 22.92 per cent. of the
Enlarged Share Capital.
Andrew Allner, whose retirement as
Chairman was announced on 18 January 2024, is also participating
and investing £35,000 by subscribing for 49,693 Subscription Shares
at the Issue Price. Following Admission, Andrew Allner will have an
interest in 341,360 Ordinary Shares representing 0.44 per cent. of
the Enlarged Share Capital.
The participation of Etrur Albani
and Andrew Allner in the Fundraise constitute related party
transactions under Rule 13 of the AIM Rules. The Independent
Directors (being Don Nicolson, Sir Mark Lyall Grant, Ahmet Shala,
Sanjay Bowry and Fiona Hadfield) consider, having consulted with
the Company's nominated adviser, Spark Advisory Partners Limited,
that the terms of their participation in the Fundraise are fair and
reasonable insofar as Shareholders are concerned.
Admission & Total Voting Rights
The new ordinary shares will rank
pari passu with the
existing ordinary shares in all respects.
Following the admission of the new
ordinary shares, the total issued share capital of the Company will
be 76,961,747 ordinary shares, each with voting rights. The Company
does not hold any ordinary shares in treasury. The above figure may
be used by shareholders as the denominator for the calculations by
which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company, under
the Disclosure and Transparency Rules.
The information communicated in this
announcement is inside information for the purposes of Article 7 of
Regulation 596/2014.
For more information on Eco
Buildings please visit www.eco-buildingsplc.com
or contact:
Eco
Buildings Group plc
Sanjay Bowry, Chief Executive
Officer
Fiona Hadfield, Finance
Director
|
Tel: +44 (0)20 7380 0999
|
Spark Advisory Partners Limited (Nominated
Adviser)
Matt Davis / James
Keeshan
|
Tel: +44 (0)20 3368 3550
|
Tavira Financial Limited (Broker)
Oliver Stansfield/Jonathan
Evans
|
Tel: +44 (0)20 3192 1739
|
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
a)
|
Name
|
Dr Etrur Albani
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Non-Executive Director
|
b)
|
Initial notification/Amendment
|
Initial
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Eco Buildings PLC
|
b)
|
LEI
|
213800GJKNNE3VRWDD37
|
4
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
a)
|
Description of the financial instrument, type of
instrument
|
Ordinary Shares of 1p
each
|
|
Identification code
|
GB00BRJTP124
|
b)
|
Nature of the transaction
|
Purchase of Ordinary Shares pursuant
to the Fundraise
|
c)
|
Price(s) and volumes(s)
|
Price(s)
|
Volume(s)
|
£0.12
|
833,333
|
d)
|
Aggregated information
|
N/A (single transaction)
|
|
Aggregated volume
|
N/A (single transaction)
|
|
Price
|
N/A (single transaction)
|
e)
|
Date of the transaction
|
8 February 2024
|
f)
|
Place of the transaction
|
Outside of a trading
venue
|