Vulcan Industries - Acquisition and Equity Issue
Announcement provided by
Vulcan Industries plc · VULC06/03/2023 11:13
6 March 2023
Vulcan Industries plc
("Vulcan" or the "Company")
Acquisition of Forepower Lincoln (250) Limited and Equity Issue
Vulcan Industries plc (AQSE: VULC) is pleased to announce that it has acquired the entire share capital of Forepower Lincoln (250) Limited ("FPL 250"), a 240-megawatt (MW) Lithium-ion Battery Storage project.
Acquisition rationale
Following the disposal of its legacy businesses, Vulcan has been working to extend its portfolio of fabrication activities into the renewable energy sector. Vulcan has been engaged with the vendor over the last year to identify and develop a pipeline of Battery Storage opportunities and this acquisition is the initial project in this evolution. Further projects are expected to be brought into the Vulcan Group in due course.
Forepower Lincoln (250)
FPL (250) is a 240MW Lithium-ion Battery Storage project and holds a grid connection contract (to connect to the National Grid Infrastructure) and an option to lease a parcel of land for a minimum of 25 years. It has been identified as a major infrastructure project which is currently in the pre-planning stage. The management team of FPL(250) have a track record in identifying Battery Storage opportunities, obtaining planning, developing and bringing projects on line.
Vulcan offers the vendor the ability to raise the capital necessary to develop the FPL (250) project. It is intended to raise new equity capital initially to fund the working capital requirements of the enlarged Group; continue the planning process on the FPL (250) project and to further develop the pipeline of opportunities.
It is intended to raise new equity capital, initially to fund the working capital requirements of the enlarged Group; settle existing liabilities of FPL (250) of
In the event that the FPL (250) project is sold, the profit on disposal will be apportioned, with the first
The Company has entered an Introducers' Agreement with the Seller, whereby Vulcan will be offered rights of first refusal on all future battery storage projects. A fee of
Total Consideration
The total consideration payable is
Following Admission, the Company's issued share capital will comprise 870,527,605 ordinary shares of
In total, the Consideration Shares will represent approximately 29.87% of the enlarged share capital of the Company.
Admission
Application has been made for the 260,000,000 Consideration Shares to be admitted to trading on Aquis Stock Exchange ('Admission'). Admission is expected to occur at 8:00am on or around 10th March 2023.
Total Voting Rights
Following Admission, the Company's issued share capital will comprise 870,527,605 ordinary shares of
The Company does not hold any ordinary shares in treasury. The above figure of 870,527,605 may therefore 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 of a change to their interest in the Company under the FCA's Disclosure and Transparency Rules.
Ian Tordoff, Executive Chairman, "We are delighted to be working with the FPL (250) team to develop initially this exciting project and subsequently the pipeline of projects that we have identified. Battery Storage is an important part of the drive for increased renewable energy in the
For further information, visit: https://vulcanplc.com
The directors of Vulcan accept responsibility for this announcement.
TR-1: Standard form for notification of major holdings
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NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii: |
Vulcan Industries plc |
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1b. Please indicate if the issuer is a non- |
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Non- |
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2. Reason for the notification (please mark the appropriate box or boxes with an "X") |
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An acquisition or disposal of voting rights |
X |
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An acquisition or disposal of financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify) iii: |
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3. Details of person subject to the notification obligation iv |
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Name |
Forepower Lincoln (250) Limited |
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City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.) v |
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Name |
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City and country of registered office (if applicable) |
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5. Date on which the threshold was crossed or reached vi: |
3 March 2023 |
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6. Date on which issuer notified (DD/MM/YYYY): |
3 March 2023 |
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7. Total positions of person(s) subject to the notification obligation |
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% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights held in issuer (8.A + 8.B) vii |
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Resulting situation on the date on which threshold was crossed or reached |
29.87% |
0 |
29.87% |
260,000,000 |
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Position of previous notification (if applicable) |
0 |
0 |
0 |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii |
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A: Voting rights attached to shares |
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Class/type of ISIN code (if possible) |
Number of voting rights ix |
% of voting rights |
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Direct (DTR5.1) |
Indirect (DTR5.2.1) |
Direct (DTR5.1) |
Indirect (DTR5.2.1) |
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ordinary shares GB00BKMDX634 |
260,000,000 |
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29.87% |
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SUBTOTAL 8. A |
260,000,000 |
29.87% |
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B 1: Financial Instruments according to DTR5.3.1R (1) (a) |
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Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
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SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b) |
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Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash Settlement xii |
Number of voting rights |
% of voting rights |
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SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") |
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Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii |
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Full chain of controlled undertakings through which the voting rights and/or the |
X |
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Name xv |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
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Britt Foreman |
29.87% |
0 |
29.87% |
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10. In case of proxy voting, please identify: |
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Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional information xvi |
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Place of completion |
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Date of completion |
3 March 2023 |
Contacts
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Vulcan Industries plc |
Via Vox Markets |
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Ian Tordoff, Chairman |
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First Sentinel Corporate Finance Ltd (AQSE Corporate Adviser) |
+44 7876 888 011 |
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Brian Stockbridge |
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Jenny Liu |
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Vox Markets (Media and Investor Relations) |
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Kat Perez |
+44 7881 622 830 |
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Paul Cornelius |
+ 44 7866 384 707 |
About Vulcan
Vulcan seeks to acquire and consolidate traditional but historically profitable engineering, manufacturing, and industrial SMEs for value and to enhance this value in part through group synergies, but primarily by unlocking growth which is not being achieved as a standalone private company. For more information visit https://www.voxmarkets.co.uk/listings/PLU/VULC
Forward Looking Statements
This news release may contain "forward-looking" statements and information relating to the Company. These statements are based on the beliefs of Company management, as well as assumptions made by and information currently available to Company management. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
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