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AIM Listing of Subsidiary

3rd Sep 2007 09:23

Energetix Group plc03 September 2007 Press Release 3 September 2007 Energetix Group plc ("Energetix" or "the Group") Energetix subsidiary, Energetix Voltage Control Limited ("EVC") to join AIM via reverse takeover of Flightstore Group PLC ("Flightstore") Energetix Group plc (AIM: EGX), a leading developer of new and sustainablealternative energy products, is pleased to announce that it has entered into aconditional agreement for its subsidiary, Energetix Voltage Control Limited ("EVC"), to join AIM by the reverse takeover of Flightstore. Flightstore will seek admission of its enlarged issued share capital to tradingon AIM as VPhase plc. On completion of the transaction Energetix holding inVPhase plc will total 343,855,008 Ordinary Shares, representing 55.1% of theenlarged issued share capital of VPhase plc. The key transaction details are as follows: - Proposed disposal of the share capital of EVC for a consideration of £2.4m to be satisfied by the issue to the shareholders of EVC of 500,105,004 new ordinary shares of 0.25p each in Flightstore - Admission of the enlarged share capital of Flightstore to trading on AIM expected in the last week of September 2007 and name change to VPhase plc - Upon completion and admission Adrian Hutchings and Richard Smith, CEO and CFO of Energetix respectively, will join the board of Flightstore (to be renamed VPhase plc) and the existing directors of Flightstore will resign - Energetix to maintain a majority interest in the enlarged group comprising 55.1% of the enlarged issued share capital of Flightstore - The sale is conditional upon, inter alia, the approval of the shareholders of Flightstore at an extraordinary general meeting called for 24 September 2007 - Energetix has entered into a services agreement with Flightstore, conditional upon admission under which Energetix will provide general administration, accounting services and office premises to Flightstore and its group following completion including EVC for an agreed monthly sum EVC is engaged in the research and development of a range of products designedto reduce energy consumption whilst at the same time seeking to make use ofexisting proven components. EVC's core product is a device that controls the incoming voltage to a propertyto a set point. Although electricity is provided by generators and distributorsat a nominal specification, for instance domestic supplies are rated at 230volts in the UK and 110 volts in North America, the actual voltage levels canvary significantly. In the UK it is legally permissible for domestic electricityto be delivered at anywhere between 216V and 253V, with resulting effects onproduct performance and reliability. When fed with a higher voltage many household devices convert the additionalenergy into wasted heat and in some cases, such as light bulbs, this excessvoltage can result in a shortened operational life. Tests conducted by EVC havedemonstrated that the voltage control device can save approximately 10% ofelectricity used by domestic products such as televisions, fridges/freezers,washing machines, dishwashers, vacuum cleaners and central heating pumps byensuring that they run closer to the voltage for which they were designed. The voltage control device is aimed at both new-build and refurbishmentapplications within the housing, retail and commercial sectors, which representa combined market opportunity of over 900,000 units per annum in the UK alone. Adrian Hutchings, CEO Energetix Group plc, commented: "This transaction willassist to provide the funding to deliver the key people and momentum required tofully commercialise the voltage control device. We believe that under thestewardship of VPhase plc this technology platform can be developed into a rangeof valuable products that will save energy and help to reduce carbon emissions.Furthermore, through its majority interest and provision of business services,the Energetix group will continue not only to support, but also to benefit fromVPhase's ongoing development. Along with Genlec and Pnu Power, our micro CHP and compressed air batterybusinesses, this is the third alternative energy business that the EnergetixGroup has successfully grown from its core technology." - ENDS - For further information: Energetix Group plcAdrian Hutchings, Chief Executive Officer Tel: +44 (0) 151 348 2111Richard Smith, Chief Financial Officer Tel: +44 (0) 151 348 2116 www.energetixgroup.com Zeus Capital 0161 831 1512Alex ClarksonBen Thompson www.zeuscapital.co.uk BankOra Limited 020 7099 1940Michael BrennanHenry Turcan www.bankora.com Media enquiries: Abchurch Communications 020 7398 7700Justin HeathMonique [email protected] www.abchurch-group.com Notes to Editors About Energetix Group plc Energetix was established by Adrian Hutchings in 1997, having spent the previousfour years at British Nuclear Fuels plc ("BNFL") developing alternative energyproducts and identifying new business ventures for energy systems. The Group floated on AIM in August 2006 and is currently developing a range ofcore technologies in addition to voltage control, including: Genlec, a microcombined heat and power (CHP) product for the domestic boiler market; and PnuPower, an uninterruptible power supply (UPS) product for small to mid rangecommercial applications. These markets are currently valued at £8bn per annumand £1bn per annum respectively. About Flightstore Group plc Flightstore was incorporated in November 2003 and its share capital was admittedto trading on AIM in December of that year. The original business strategies ofthe company were however not achieved and the company ceased its tradingactivities during 2005. The company has not traded since that time and itstrading facility on AIM was cancelled on 6th June 2007. As at 31st December 2006 Flightstore had net cash of approximately £166,000. About Energetix Voltage Control Limited (EVC) The voltage control business will initially focus on 220 volt - 240 volt regionsas this is where the EVC directors consider best energy savings can be achieved. The voltage control device is based on an autotransformer and is designed totypically adjust high voltage down to the set point of the transformer,currently intended to be 220V. To ensure the voltage control device can bemounted inside an existing electrical consumer unit, it is designed normally tomanage voltage circuits such as lights, televisions and washing machines. To date the company has not generated any revenues and in the year ended 31stDecember 2006 made a loss of £26,061 and had net liabilities of £57,514 at theyear end. As part of this proposed transaction certain investors have invested£600,000 in EVC in return for 25% of the issued share capital, following whichEnergetix will remain the major shareholder in VPhase plc and will holdapproximately 55% of its issued share capital. Benefits Tests conducted by Energetix have demonstrated that the voltage control devicecan save around 10% of electricity used by domestic products such astelevisions, fridges, freezers, central heating pumps, and other electricalequipment and in addition extends the life of light bulbs. Tests to date havenot been able to quantify the life extension of other products such astelevisions due to the inherent long life of these products, however the EVCdirectors believe that theoretically the life of these products should beextended on a similar basis to the life extension of light bulbs. Based on an annual consumption of 2,300Kwh in 2006 the average UK annualdomestic electricity bill is £321 to £474; hence a 10% saving from the voltagecontrol device could deliver annual savings in the order of £32 to £47 perhousehold. In addition there is evidence that the life of electrical appliancesis shortened by higher voltages. Initial tests by EVC have demonstrated thatthe life of light bulbs is increased by the use of the voltage control device.The value of these savings has yet to be estimated but could add additionalvalue to the voltage control device. Commercial strategy It is intended that the enlarged group will become a tier one component supplierto the consumer unit, meter, and electrical appliance manufacturers. The voltagecontrol device which is intended to become the component delivered to the finalunit manufacturers will consist of three main elements: the autotransformer, acapacitor, and the control board that includes certain encrypted controlalgorithms developed by EVC to control the device. It is the intention of theenlarged group to outsource the assembly of the device. Products and markets The proposed directors believe that voltage control technology can deliver arange of products from a 'stand alone' unit, from a component within a consumerunit or from a future integration into a Residual Current Circuit Breaker.Future generations of the product are intended to be targeted at the retail,commercial and smaller industrial markets. Financial information To date EVC has not generated any revenues and in the year ended 31st December2006 made a loss of £26,061 and had net liabilities of £57,514 at the year end.As part of this proposed transaction certain investors have today invested£600,000 in EVC in return for 25% of the issued share capital, following whichEnergetix will remain the major shareholder in VPhase plc and will hold 55.1%(benefical) of its issued share capital, providing voting control over 60.1%. This information is provided by RNS The company news service from the London Stock Exchange

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