Source - LSE Regulatory
RNS Number : 1155B
AIM
18 March 2025
 

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:

 

Quantum Base Holdings PLC ("Quantum Base", the "Company" or, together with its subsidiaries, the "Group")

 

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

 

Registered Office:

Alpha House, 4 Greek Street

Stockport

Cheshire SK3 8AB

United Kingdom

 

Principal Trading Address

Physics Department

Lancaster University

Bailrigg

Lancaster

LA1 4YW

 

COUNTRY OF INCORPORATION:

 

England and Wales

 

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

 

www.quantumbase.com

 

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:

 

Quantum Base is a UK-headquartered quantum science business founded in 2013 by Professor Robert Young as a spin-out from the University of Lancaster.

 

The Company was established to commercialise Professor Young's discoveries in the field of quantum physics. Quantum Identities ("Q-ID®s") are the first innovation to be commercialised. Q-IDs are based on Professor Young's discovery that the randomness and uniqueness of the optical properties of quantum materials, for example, quantum dots, can be measured with a camera to create fingerprints that are virtually impossible to replicate or clone. This creates a secure tag that can be applied to a vast array of products at low cost, to verify their authenticity using an everyday smartphone and Quantum Base's software app. Since their invention in 2015, Quantum Base has continued to create, develop and patent the Q-ID commercial innovation.

 

Q-ID harnesses the inherent and unique imperfections that exist in materials at an atomic level. These imperfections can be measured when excited by light, such as with the flash of a smartphone, and captured, creating a database of unique fingerprints. This enables Q-ID to be authenticated using a standard smartphone camera and flash, by capturing a series of images with various levels of photoluminescence from the Q-ID, information extracted from each Q-ID through this process is linked back to a database which authenticates the product to which the Q-ID was applied.

 

The initial practical application of Q-IDs is through inks, which are applied to the surface of the products that customers wish to authenticate. The Company has developed a solution that integrates with the most common printing methods and substrates. These inks can be applied to all of the products in the Company's initial target markets with minimal intervention to existing production processes and in a manner that is non-intrusive to the end-product. Certain applications allow for the inks to be entirely covert within a customer's existing branding.

 

The Company's commercialisation drive is based on a "design and licence" model where Quantum Base will initially work with a customer to establish their needs, design the most suitable application for their products and then licence its technology on a project specific basis. In its first stage of commercialisation, the Company has signed an agreement with a major security printer ("Customer #1") to apply its Q-ID technology to 1.2 billion tax stamps for a government client. This first contract is part of a wider framework agreement with pre-agreed terms for the potential supply of Q-IDs to all 11B tax stamps that Customer #1 prints annually. Each additional tax stamp programme under the framework will be agreed individually in further call-off contracts. The Company intends to access further customers using channel partnerships across a wide range of verticals.

 

On 28 January 2025 the Company completed its re-registration from Private to a Public Limited Company and was re-registered as Quantum Base Holdings PLC.

 

The Company is headquartered in the United Kingdom and its primary country of operation is the United Kingdom.

 

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):

 

Number of ordinary shares of £0.001 par value in the capital of the Company ("Ordinary Shares") to be admitted: TBC

 

Issue Price: TBC

 

The Directors of the Company, employees of the Company, associated persons, and related parties will enter into a 12-month lock-in agreement pursuant to Rule 7 of the AIM Rules for Companies with the Company, the Broker and Strand Hanson.

 

Other than detailed above, there will be no restrictions on transferability of the Company's Ordinary Shares.

 

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

 

Capital to be raised on admission: TBC

 

Anticipated market capitalisation on Admission: TBC

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 

TBC

 

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:

 

N/A

 

THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION (Y/N)

 

N

 

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):

 

Mr. Mark Joseph Fahy - Independent Non-Executive Chairman

Mr. Thomas (Tom) Robert Taylor - Chief Executive Officer

Ms. David (Dave) Broadbent - Chief Financial Officer

Mr. Robert James Young - Chief Scientific Officer

Mr. Adrian John Reginald Collins - Senior Independent Non-Executive Director

Ms. Lucy Constance Tarleton - Independent Non-Executive Director

 

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):

 

The significant shareholders of the Company and directors' (including proposed directors) shareholdings are shown below. Post Admission interests are not yet known.

 

Shareholder

Number of Ordinary Shares pre Admission

Pre Admission (%)

 

Number of Ordinary Shares post Admission

Post Admission (%)

 

 

Rob Young

100,000

26.2%

TBC

TBC

Phillip Speed

84,372

22.1%

TBC

TBC

Peter Wild1

21,535

5.7%

TBC

TBC

Simon Birney

16,279

4.3%

TBC

TBC

Alan Gilchrist

15,319

4.0%

TBC

TBC

Tim Collins

12,814

3.4%

TBC

TBC

Tom Taylor

11,045

2.9%

TBC

TBC

Mark Fahy

4,240

1.1%

TBC

TBC

 

Notes:

1-   Current director of the Company who is expected to retire upon admission. Pete is the beneficiary of 7,119 personal shares, along with 75% of his Company's holdings Exilium Ventures Holdings totalling 11,834 and 2,852 of his wife's holdings

 

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

 

N/A

 

(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.    30 April

 

ii.    31 October 2024

 

iii.   31 October 2025 (audited annual results for the year ended 30 April 2025)

 

30 January 2026 (unaudited interim results for the six months ending 31 October 2025)

 

31 October 2026 (audited annual reports for the year ended 30 April 2026)

    

EXPECTED ADMISSION DATE:

 

Early April 2025

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

Strand Hanson Limited

26 Mount Row

London W1K 3SQ

United Kingdom

 

NAME AND ADDRESS OF BROKER:

 

Cavendish Capital Markets Limited

1 Bartholomew Close

London EC1A 7BL

United Kingdom

 

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, which will contain full details about the applicant and the admission of its securities, will be available on the Company's website at https://quantumbase.com/ from the date of Admission.

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

 

The Company will be subject to the QCA Corporate Governance Code

 

DATE OF NOTIFICATION:

 

18 March 2025

 

NEW/ UPDATE:

 

NEW

 

 

 

 

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