14th Feb 2012 07:00
Press Release | 14 February 2012 |
Acta S.p.A.
("Acta" or "the Company")
Notice of Extraordinary General Meeting
Acta S.p.A. (AIM: ACTA), the clean energy products company, announces that it will hold an Extraordinary General Meeting ("EGM") on 1 March 2012, with second calling on 2 March 2012, to put in place the authorities needed to allow the Board to determine and approve the issue of up to 100,000,000 new ordinary shares during the twelve months following the shareholders meeting. These authorities, if approved, will allow the Board the flexibility that it needs to raise additional equity in accordance with the current and future needs of the Company.
Acta has recently announced positive commercial developments with partners and clients using its products, and in particular with its hydrogen generators and AES electrolyser stacks progressing strongly. The Board believes that these partnership agreements announced over the past few months clearly demonstrate the level of commercial interest that Acta's products are attracting, and is confident that this growth will continue throughout this year, and will be proven by further commercial partnerships and increasing order volumes.
On 16 January 2012, having made a review of the financial resources available to the Company the Board determined that the level of capital currently available will not be sufficient to finance the Company through to full profitability and cash breakeven, and had decided to seek additional funds to finance the working capital requirements of the Company's current commercial expansion. As indicated at that time, the final level and form of this financing is not yet fully determined but the Board expects that the majority of any fundraising is likely to come from a non-preemptive equity fundraising via a private placing with financial institutions. The Board may also consider investment from strategic commercial partners and making an open offer to all shareholders, depending upon the results of the private placement and the general level of investor demand.
Under the Company's articles and Italian law, the authority to remove the preemption rights of existing shareholders requires the vote of greater than 50% of the share register, by number, voting in favour of the resolution. Mr. Paolo Bert, Chief Executive, has undertaken to vote his direct and beneficial shareholdings, totaling 36.5% of the share capital, in favour of the resolution. Having spoken with its major institutional shareholders, the Company has received indications from sufficient shareholders that they intend to vote, or to recommend to their clients to vote, in favour of the resolution to meet the minimum threshold for approval. It is important that the resolution is passed as without the flexibility to place equity on a non-preemptive basis, it may be difficult for the Company to raise sufficient funding within an appropriate timescale to satisfy its short and medium term funding requirements.
Subject to the approval of the required shareholder resolution and completion of a successful fundraising, the Company is confident that Acta has a market leading range of innovative hydrogen generator products and electrolyser technologies with a wide range of commercial applications, demonstrated by the recent level of product orders, application enquiries, and commercial development arrangements recently announced.
Copies of the EGM Notice, shareholder circular and voting forms will be published on the Company's website at www.actagroup.it and sent to shareholders shortly.
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For further information please contact:
Acta S.p.A Paul Barritt, Chief Financial Officer
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Tel: +39 050 644281 www.actagroup.it
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Altium Capital (Nominated Advisor) Adrian Reed / Phil Frame |
Tel: +44 845 505 4343
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Seymour Pierce Limited (Broker) Freddy Crossley / David Banks | Tel: +44 (0)20 7107 8000
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Media enquiries:
Abchurch Communications Limited Mark Dixon / Ashleigh Lezard / Jamie Hooper
| Tel: +44 20 7398 7729 www.abchurch-group.com |
About Acta S.p.A.
Acta S.p.A. is a developer and manufacturer of a range of clean energy products. Its product line includes market-leading compact hydrogen generators (electrolysers) which produce pure, dry and compressed hydrogen in a way that is easy-to-use and completely safe, and the Company is committed to integrating its award-winning electrolysers with renewable energy sources.
Acta's cost-competitive electrolysers are based on its proprietary, inexpensive environmental catalyst and hydrogen conversion technologies. These products help overcome the barriers to the adoption of fuel cells, most notably the lack of a local hydrogen infrastructure. They are also applicable in non-fuel cell hydrogen and oxygen applications, including oxy-hydrogen gas welding systems, where the Company is generating significant commercial interest.
Acta's low-cost hydrogen generators represent a unique breakthrough in electrolyser technology. They can operate using mains power or intermittent renewable energy, and produce clean, dry hydrogen already at pressure for use in fuel cell and other applications. This unique combination of features avoids the system complexity and energy cost of further cleaning, drying and compression of the hydrogen, resulting in a simple, compact, low-cost and highly efficient system that is ideally suited for energy conversion and storage applications. In such applications, which include battery replacement and renewable energy storage, low cost and high efficiency are critical to commercial viability, while hydrogen compression is essential for the energy density of the system. No other water electrolyser currently on the market offers this combination of benefits.
Acta is focusing on delivering its products to markets with high volume demand for high-value environmental solutions (transport, back-up power, energy and leisure). It is accelerating the commercialisation of its products via partnerships with original equipment manufacturers (OEMs), distributors, and agents in these sectors, and intends to drive down production costs at high volume via contract manufacturing.
Acta S.p.A. is based near Pisa, Italy, and was admitted to trading on AIM in October 2005.
www.actagroup.it
Related Shares:
ACTA.L