Powerhouse Energy Group Plc
(the "Company" or "PHE")
14 March 2025
£1.25m Placing, Options Grant, Retail Offer and TVR
Powerhouse Energy Group Plc (AIM: PHE), a company pioneering integrated technology that converts non-recyclable waste into low carbon energy with a revenue generating engineering consulting division (Engsolve), is pleased to announce that it has raised £1.25 million, before expenses, through a placing of 250,000,000 new ordinary shares of 0.5p each in the capital of the Company ("Ordinary Shares") (the "Placing Shares") at a price of 0.5p per share ("Issue Price") (the "Placing"). The Placing was arranged by Hobart Capital Markets LLP ("Hobart").
Use of Proceeds
The Directors have undertaken the Placing to facilitate an acceleration in the Research and Development activities of the Company, in particular to fully demonstrate the flexibility of the DMG process at the Company's Technology Centre in Bridgend, as well as to allow the Company to increase the momentum of its current project pipeline. Specifically, funds raised are expected to be allocated approximately as below:
· Ballymena (£350k) - Progress option on site, undertake planning and permitting activities, develop FEED package to allow tenders for EPCm;
· Australia (£50k) - Develop engineering package in parallel with paid FEED (allowing further development via testing at PHE's Technology Centre);
· Research and Development (£150k) - Continue work on development of alternative outputs from DMG i.e. Liquids, sustainable aviation fuel (SAF), etc as well as adding additional equipment to the feedstock testing unit (FTU) process to prove at scale;
· Engsolve (£150k) - Grow engineering base to allow fuller support of PHE projects i.e. detailed design, commissioning and pre-operation phases. Also, to market Engsolve to a wider audience to increase revenues'
· Working capital, to include additional projects, sales and marketing (£550k).
Retail Offering
PHE is making available a retail offering to its current shareholders of up to 25,000,000 new Ordinary Shares, on the same terms as the Placing to raise up to a further £125,000 (the "Retail Offering"). The Retail Offering will be available on BookBuild's platform from 4.30pm on 14 March 2025 to 4.30pm on 19 March 2025. Funds raised from the Retail Offering will be added to the working capital allocation.
The Retail Offering and the Placing are being undertaken using existing share authorities granted at the Company's most recent AGM.
A further announcement will be made at 07:00 on 20 March 2025 in relation to the closing of the Retail Offering.
Admission to AIM
Application will be made to London Stock Exchange plc for the 250,000,000 Placing Shares to be admitted to trading on the AIM market of the London Stock Exchange ("Admission"). It is currently anticipated that Admission will become effective and that dealings in the Placing Shares will commence on AIM at 8.00 a.m. on or around 28 March 2025. Application will separately be made for the new Ordinary Shares issued pursuant to the Retail Offering to take effect on the same date.
Total voting rights before effect of Retail Offer
On Admission, the Company will have 4,446,654,741 Ordinary Shares in issue, each with one voting right. There are no shares held in treasury. Therefore, the Company's total number of ordinary shares in issue and voting rights will be 4,446,654,741 and this figure may be used by shareholders from Admission 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.
Issue of Warrants
As part of the Placing, one warrant will be issued to placees for every two Placing Shares subscribed for, exercisable at 1.0p per share, and with an expiry period of three years from today's date (the "Warrants"). As such, 125,000,000 Warrants will be issued. Warrants will not be issued to those that participate in the Retail Offering.
Hobart are also to be granted warrants to acquire 7,500,000 Ordinary Shares, with an exercise price of 0.5p, and an expiry period of three years from today's date.
Award of Share Options
The remuneration committee agreed today, alongside the Placing, to grant the following share options, under the Company's current share option scheme rules to members of the board and the Company Secretary, to further encourage incentivisation.
The new share options have an exercise price of 0.55p, being an approximate 10% premium to the Issue Price. The options will be structured to vest from 14 September 2025 and will lapse on the fifth anniversary of the date of grant.
Directors and PDMRs included in the award are detailed in the table below:
| Director / PDMR | Current options held | New options awarded | Total options held |
| David Hitchcock, Chairman | 15,000,000 | 10,000,000 | 25,000,000 |
| Paul Emmitt, CEO | 50,000,000 | 34,000,000 | 84,000,000 |
| Ben Brier, CFO | 40,000,000 | 27,000,000 | 67,000,000 |
| Anthony Gale, Non- Executive Director | 12,000,000 | 8,000,000 | 20,000,000 |
| Hugh McAlister, Non- Executive Director | 12,000,000 | 8,000,000 | 20,000,000 |
| Karol Kacprzak, Non-Executive Director | 12,000,000 | 8,000,000 | 20,000,000 |
| Rose Herbert, Company Secretary | 12,000,000 | 8,000,000 | 20,000,000 |
| Total | 153,000,000 | 103,000,000 | 256,000,000 |
David Hitchcock, Non-Executive Chairman of PHE, commented:
"We are delighted with the response we have received during this Placing. The ability to raise these funds demonstrates faith in the Company's progress and further enables the Company to progress its current project pipeline whilst also sourcing and delivering new projects. We welcome our new investors to the business and look forward to providing further updates in due course."
Paul Emmitt, CEO of PHE, commented:
"This Placing comes at an opportune time for PHE, as the Company enhances its commercial offerings, and will help take PHE forward into new agreements The net funds will be applied to sensibly and constructively ensure PHE continues on its journey towards full commercial scale DMGs and looks to generate additional revenue streams through innovation whilst also consolidating our staff and technology into one location."
| For more information, contact: | |
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| Powerhouse Energy Group Plc Paul Emmitt, CEO | +44 (0) 203 368 6399 |
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| Strand Hanson Limited (Nominated & Financial Adviser) Ritchie Balmer / James Harris / Rob Patrick | +44 (0) 207 409 3494 |
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| SP Angel Corporate Finance LLP (Broker) Stuart Gledhill / Adam Cowl | +44 (0) 20 3470 0470 |
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| Tavistock (Financial PR) Simon Hudson / Nick Elwes / Saskia Sizen | +44 (0) 207 920 3150 |
About Powerhouse Energy Group plc
Powerhouse Energy has developed a process technology which can utilise waste plastic, end-of-life-tyres, and other waste streams to convert them efficiently and economically into syngas from which valuable products such as chemical precursors, hydrogen, electricity, heat and other industrial products may be derived. PHE's process produces low levels of safe residues and requires a small operating footprint, making it suitable for deployment at enterprise and community level.
PHE also incorporates Engsolve Ltd, which is a revenue generating business who offer Engineering Services across all sectors with speciality services in the development of new technologies and clean energy.
For more information see www.phegroup.com
The notifications set out below is provided in accordance with the requirements of the EU Market Abuse Regulation.
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 | David Hitchcock | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Non-Executive Chairman | ||||
| b) | Initial notification/ Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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 Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
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| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
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| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Paul Emmitt | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | 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 | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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 Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
| ||||
| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
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| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Ben Brier | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | 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 | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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 Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
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| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Anthony Gale | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | 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 | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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
Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
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| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Hugh McAlister | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | 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 | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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
Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
| ||||
| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Karol Kacprzak | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | 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 | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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
Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
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| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | Rose Herbert | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Company Secretary | ||||
| b) | Initial notification/ Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Powerhouse Energy Group plc | ||||
| b) | LEI | 213800MY7XIYS2BSC163 | ||||
| 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
Identification code | Options over Ordinary Shares of 0.5p each
GB00B4WQVY43 | ||||
| b) | Nature of the transaction | Grant of options | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information - Aggregated volume - Price |
Single transaction as in 4c) above
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| e) | Date of the transaction | 14 March 2025 | ||||
| f) | Place of the transaction | Outside a trading venue | ||||
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