Aggregated Micro Power Holdings plc (AIM: AMPH), the renewable energy developer focused on biomass energy generation, is pleased to announce the conditional acquisition of the entire issued share capital of Forest Fuels Holdings Ltd (“Forest Fuels”) (the “Acquisition”), a conditional placing of ordinary shares of 0.5 pence each (“Ordinary Shares”) to raise gross proceeds of £1.72 million (the “Placing”) and a conditional initial subscription of £4.07 million nominal of convertible loan notes (the “Convertible Notes”) at par (the Placing and the Convertible Notes together, the “Fundraising”).
- Proposed acquisition of Forest Fuels, a leading and profitable premium grade wood fuel supplier, for an initial consideration of £2.815 million, plus up to 2,500,000 Ordinary Shares in performance-related deferred consideration;
- In their filed statutory unaudited consolidated accounts for the year to 31 March 2015, Forest Fuels delivered turnover of £7.3 million and profit before tax of £160,558, and as at 31 March 2015, Forest Fuels had a net asset value of £458,537;
- Placing of 3,190,000 new Ordinary Shares at a price of 54 pence per Ordinary Share (the “Placing Price”), raising gross proceeds of £1.72 million;
- Initial Issue of 5 year Convertible Notes (with a conversion price of 70p) to raise gross proceeds of £4.07 million, including the effective conversion of a £740,231 existing director loan into Convertible Notes and subscriptions for Convertible Notes by two of the Sellers of Forest Fuels for an aggregate nominal amount of £500,000;
- Shareholder approval to be sought to issue up to in aggregate £20 million nominal of Convertible Notes;
- The proceeds of the Fundraising will be used as follows (i) cash consideration for the Acquisition; and (ii) growth working capital and operating costs for the combined business
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