29 November 2024
CAP-XX Limited
("CAP-XX" or "the Company")
Directors' Subscription
Total voting rights
CAP-XX Limited (AIM:CPX), a world leader in the design and manufacture of thin, prismatic supercapacitors and energy management systems, announces an update on the subscription for new ordinary shares in the Company by certain directors of the Company (the "Directors' Subscription"), details of which were set out in the announcement of the Company's recent fundraise on 31 October 2024 (the "Launch Announcement").
Following the publication of the annual report and accounts for the financial year ended 30 June 2024, Dr Graham Cooley and Peter Fraser (the "Participating Directors") have conditionally subscribed for a total of approximately £0.25m (before expenses) of new Ordinary Shares pursuant to the Directors' Subscription. The Directors' Subscription will result in the issue and allotment of a total of 227,272,700 new Ordinary Shares (the "Subscription Shares") and is being carried out at the same issue price of 0.11 pence and substantially identical terms as those of the Placing. Details of the number of Subscription Shares being subscribed for and the resultant holdings of the Participating Directors are set out below.
|
| Current holding of Ordinary Shares | Number of | Resultant holding of Ordinary Shares | Percentage of enlarged share capital* (%) |
| Dr Graham Cooley | 355,000,000 | 218,181,800 | 573,181,800 | 9.98% |
| Peter Fraser | - | 9,090,900 | 9,090,900 | 0.16% |
| Total | 355,000,000 | 227,272,700 | 582,272,700 | |
* the current issued share capital of 3,357,210,402 Ordinary Shares as enlarged by the 1,908,743,235 Second Placing Shares, the Subscription Shares and the 250,000,000 Retail Offer Shares.
The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended further below.
Related Party Transaction
Dr Graham Cooley is a substantial shareholder and director of the Company and Peter Fraser is a director of the Company. Therefore the Participating Directors are deemed to be related parties pursuant to the AIM Rules for Companies (the "AIM Rules").
The Directors' Subscription constitutes a related party transaction in accordance with Rule 13 of the AIM Rules. Accordingly, the independent Directors (being Patrick Elliot, Steen Feldskov, Dr Anthony Sive and Lars Stegmann) consider, having consulted with the Company's Nominated Adviser, Allenby Capital Limited, that the terms of the Directors' Subscription are fair and reasonable insofar as the Company's shareholders are concerned.
Application for admission to trading on AIM and total voting rights
Application has been made for the Subscription Shares to be admitted to trading on AIM and it is anticipated that this will take place at 8.00 a.m. on or around 9 December 2024, at the same time as the admission of the Second Placing Shares and the Retail Offer Shares ("Second Admission").
Following admission of the Subscription Shares and Second Admission, the Company's issued ordinary share capital will comprise 5,743,226,337 Ordinary Shares with one voting right each. The Company does not hold any Ordinary Shares in treasury. Accordingly, 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 FCA's Disclosure Guidance and Transparency Rules.
Unless otherwise defined, definitions contained in this announcement have the same meaning as set out in the Launch Announcement.
For further information contact:
CAP-XX Limited
Pat Elliott (Chairman) +61 (2) 9157 0000
Lars Stegmann (Chief Executive Officer)
Allenby Capital (Nominated Adviser and Broker)
David Hart / Piers Shimwell (Corporate Finance) +44 (0) 20 3328 5656
Jos Pinnington/Tony Quirke (Sales and Corporate Broking)
Notes to Editors:
About CAP-XX
CAP-XX (LSE: CPX) is a leader in the design and manufacture of thin, flat supercapacitors and energy management systems used in portable and small-scale electronic devices, and to an increasing extent, in larger applications such as automotive and renewable energy. The unique feature of CAP-XX supercapacitors is their very high-power density and high energy storage capacity in a space-efficient prismatic package. These attributes are essential in power-hungry consumer and industrial electronics and deliver similar benefits in automotive and other transportation applications. For more information about CAP-XX, visit www.cap-xx.com
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 | 1) Dr Graham Cooley 2) Peter Fraser | ||||||
| 2. | Reason for the Notification | |||||||
| a) | Position/status | 1) Non-Executive Director 2) Non-Executive Director | ||||||
| b) | Initial notification/Amendment | Initial Notification | ||||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | CAP-XX Limited | ||||||
| b) | LEI | 213800HECUSIYXH3WN26 | ||||||
| 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 no par value each | ||||||
| Identification code | ISIN: AU0000XINAS1 | |||||||
| b) | Nature of the transaction | Subscription for Ordinary Shares | ||||||
| c) | Price(s) and volume(s) |
| ||||||
| d) | Aggregated information: -Aggregated volume -Price | n/a | ||||||
| e) | Date of the transaction | 29 November 2024 to be completed on 9 December 2024 | ||||||
| f) | Place of the transaction | Outside of a trading venue | ||||||
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
