Active Energy Group Plc / EPIC: AEG / Sector: Alternative Energy
19 February 2021
Active Energy Group Plc
('Active Energy', or the 'Company')
Result of General Meeting and update on CLN conversions
Active Energy, the AIM quoted international biomass based renewable energy and forestry management business, announces that at the General Meeting held earlier today, all resolutions were duly passed, and therefore the CLN Restructuring and Fundraising, announced on 1 February 2021, have been approved.
Michael Rowan, CEO of Active Energy, said:
"We would like to thank current shareholders, former CLN holders and new shareholders for their continuing support of Active Energy. The completion of the corporate restructuring represents a significant milestone for Active Energy and will allow us to accelerate our business plans for CoalSwitch™ and the Lumberton site. Construction work is underway to complete the commissioning of the up to 5tph reference plant and we look forward to completing the development of Lumberton and exploiting additional commercial opportunities in North America in the months ahead."
The proxy voting results for the resolutions are copied below:
| Resolution | Votes For* | % of votes cast | Votes Against | % of votes cast | Votes Withheld** | Total votes cast** |
| Ordinary resolutions | ||||||
| 1. To authorise the issue of the New Ordinary Shares pursuant to the Fundraising | 473,643,875
| 99.42% | 2,776,240 | 0.58% | 3,334,006 | 476,420,115
|
| 2. To authorise the issue of New Ordinary Shares pursuant to the CLN Conversions | 476,065,515
| 99.42% | 2,776,240 | 0.58% | 912,366 | 478,841,755
|
| 3. To grant authority to directors to allot ordinary shares | 476,266,567
| 99.40% | 2,876,240 | 0.60% | 611,314 | 479,142,807
|
| Special resolutions | ||||||
| 4. To disapply pre-emption rights in relation to the allotment of the New Ordinary Shares issued pursuant to the Fundraising | 474,918,755
| 99.41% | 2,804,854 | 0.59% | 2,530,521 | 477,723,609
|
| 5. To disapply pre-emption rights in relation to the allotment of the New Ordinary Shares issued pursuant to the CLN Conversions | 476,156,348
| 99.27% | 3,485,656 | 0.73% | 112,117 | 479,642,004
|
| 6. To disapply pre-emption rights in relation to the allotment of ordinary shares | 476,112,016
| 99.27% | 3,485,656 | 0.73% | 156,449 | 479,597,672 |
*Votes "For" include votes giving the Chairman discretion.
**Votes "Withheld" are not votes in law and do not count in the number of votes counted for or against a resolution.
Further to the Company's announcements on 13 January 2021 and 1 February 2021, the Company has received conversion notices in respect of £16.6 million CLNs from Noteholders, to convert their CLNs into New Ordinary Shares in the Company. As a result, the Company will issue up to 1,660,874,000 New Ordinary Shares to the relevant Noteholders and 700,000,000 New Ordinary Shares pursuant to the Fundraising. Following Admission of the New Ordinary Shares, outstanding CLNs of £1.4 million will be redeemed and a further £0.4 million of CLNs will be cancelled to fully extinguish the CLN debt.
Application has been made for the admission of up to 2,360,874,000 New Ordinary Shares to trading on AIM ("Admission"), as detailed above. It is expected that Admission will take place at 8.00 a.m. on or around 23 February 2021. A further announcement will be made ahead of Admission detailing the final number of New Ordinary Shares to be issued.
Defined terms used in this announcement shall have the same meaning as in the announcement of 1 February 2021 unless otherwise defined herein.
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014.
Enquiries:
| Active Energy Group Plc | Michael Rowan Chief Executive Officer Andrew Diamond Chief Financial Officer
| |
| Allenby Capital Limited Joint Broker and Financial adviser in relation to the CLN Restructuring | Nick Naylor / James Reeve / Asha Chotai (Corporate Finance) Amrit Nahal (Sales & Corporate Broking)
| Office: +44 (0)20 3328 5656 |
| SP Angel Corporate Finance LLP Nominated Adviser and Joint Broker
| David Hignell / Caroline Rowe | Office: +44 (0)20 3470 0470 |
| Camarco Financial PR Adviser | Gordon Poole / Tom Huddart / Emily Hall | aeg@camarco.co.uk Office: +44 (0) 20 3757 4980 |
About Active Energy Group
Active Energy Group plc is a London listed (AIM: AEG) renewable energy company that has developed a proprietary technology which transforms low-cost biomass material into high-value green fuels. Its patented product CoalSwitch™ is the world's only drop-in biomass fuel that can be mixed at any ratio with coal or completely replace coal in existing coal-fired power stations without requiring plant modification. Active Energy Group's immediate strategic focus is the production and commercialisation of CoalSwitch™ and a low emission CoalSwitch™ blend that utilises other waste materials.
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