Oversubscribed Fundraising of £2.3Million
MicroSalt raised £2.3m through oversubscribed share placement at £0.70 per share plus warrants.
- Funds raised £2.3m
- Subscription price per share £0.70
- New shares issued 3,316,122
- Warrants granted 6,875,102
- Potential cash from warrant exercise £5.5m
- Inventory investment £1.2m
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Total Voting Rights
MicroSalt plc (AIM:SALT), a leading provider of full-flavour, natural salt with approximately 50% less sodium, is pleased to announce it has closed the oversubscribed fundraising of £2.3 million (c.US$2.9 million) through a subscription for 3,316,122 new ordinary shares of £0.001625 each in the Company ("Subscription Shares") at the current market price of £0.70 per Subscription Share (the "Subscription" or "Fundraising").
Key Highlights:
- £2.3 million (US$2.9 million) before expenses was raised pursuant to the Subscription.
- Grant of a total of 6,875,102 premium priced warrants (as defined below) to participants of the Fundraising ("Subscribers").
- Funds raised will be utilised as follows:
o £1.2m to build inventory to support expected growth in orders from leading snack manufacturers
o £0.6m for sales and marketing efforts related to newly launched Quick Service restaurant ("QSR") product, targeting initially the very significant "French fry" market where the Company sees tremendous opportunity for growth;
o £0.4m for general working capital purposes; and
o £0.1m for R&D efforts associated with further line extensions of Microsalt to address market demand in the substantial ramen and noodle market segment.
The proceeds of the Subscription will be mainly used investing in inventory to satisfy expected B2B customer demand in 2025 from leading snack manufacturers, as well as general working capital purposes. The Company has received commitments for an additional 290 metric tonnes ("mT") in bulk orders for 2025 and expects this to further increase as MicroSalt is rolled out over new product lines. Based on existing orders for Q1 2025 and expected orders for the rest of 2025 for existing product lines, B2B volumes are projected to increase more than 10 times than manufactured in 2024.
The Company also launched its QSR product in January 2025 aimed primarily at multinational fast-food chains. Since launch, the Company has already received positive early interest from a leading global fast-food chain for application to a number of their products including French fries. The proceeds from the Fundraising will contribute to the Company accelerating its commercial rollout of the QSR product into this market.
The net proceeds of the Subscription will substantially strengthen the Company's balance sheet, and based on management forecasts, are expected to be sufficient to fund the business for the next 12 months.
Whilst the exercise of the newly issued warrants is not guaranteed, they will, if exercised, further strengthen the Company's balance sheet at appreciating valuations. The exercise of all of these warrants would contribute an additional £5.5 million in cash to the Company.
Subscriber Warrants
Subscribers are being granted two warrants in respect of each Subscription Share that they are subscribing for as part of the Fundraising. One of the warrants will entitle the holder thereof to subscribe for new ordinary shares of £0.001625 each ("Ordinary Shares") at a price of £0.77 per Ordinary Share (the "10% Warrant"), the other warrant will entitle the holder thereof to subscribe for Ordinary Shares at a price of £0.84 per Ordinary Share (the "20% Warrant" and together with the 10% Warrants, the "Warrants")(or in each case such adjusted price as may be determined from time to time in accordance with the provisions of the Warrant Instrument pursuant to which they are granted (one reflecting the terms of the 10% Warrants and another reflecting the terms of the 20% Warrants, together the "Warrant Instruments")). A total of 3,437,551 10% Warrants and 3,437,551 20% Warrants are to be granted on Admission (as defined below).
The Warrants are granted conditional on the Subscription Shares being admitted to trading on the AIM market of the London Stock Exchange plc ("AIM") ("Admission"), subject to the articles of association of the Company and otherwise on the terms of the relevant Warrant Instrument. Subscribers are not required to pay for the granting of any Warrant, but will be required to pay the exercise price in full on exercise of each Warrant.
The Warrants are exercisable in whole or in part (subject to a minimum of 50 per cent. of the Warrants held by the Warrant holder being exercised) at any time between the date of Admission and the earlier of:
- the date that no further rights being conferred by the Warrants to subscribe for Shares are exercisable;
- the forty fifth business day following notification by the Company that the closing price of the Shares (as shown in the FTSE AIM All-Share Index) has exceeded £1.30 (in respect of the 10% Warrants) and £1.60 (in respect of the 20% Warrants) on any trading day; or
- 31 January 2028.
Adviser Shares
The Company has issued, subject to Admission, 121,429 Subscription Shares to advisers to the Fundraising. The issue of the Subscription Shares was in lieu of cash payments to the advisers for services provided. As with the Subscription Shares issued to the Subscribers, the advisers have received one 10% Warrant and one 20% Warrant for each Subscription Share issued to them. The Warrants granted are subject to the terms of the relevant Warrant Instrument.
SP Angel Corporate Finance LLP acted as sole agent to the Company in connection with the Subscription.
Details of the participation in the Subscription by Persons Discharging Managerial Responsibilities
Pursuant to the Subscription, Konrad Dabrowski, CFO of the Company has subscribed for 7,143 Subscription Shares. His resultant aggregate shareholding is 53,655 Ordinary Shares. Further details provided in the PDMR dealing table at the end of this announcement.
Rick Guiney, CEO of MicroSalt, commented:
"We are pleased to close this oversubscribed fundraising at the current market price, at a time when many other fundraisings are consummated at substantial discounts. This additional capital will enable us to further scale our B2B sales to snack manufactures and help us meet anticipated customer demand in the QSR segment since our January 2025 product launch. I am very optimistic on the upside potential for anticipated rapid growth in 2025, particularly at a time when governments are increasingly focused on initiatives to reduce Sodium consumption in manufactured foods. Indeed, only last month the US FDA proposed new short form nutritional labels to be applied to the front of packaged foods where the levels of (i) Saturated Fat; (ii) Sugars; and (iii) Sodium are to clearly labelled as Low, Medium or High. For MicroSalt, this is potentially game-changing and we already have food companies engaging with us to actively address the need to lower Sodium levels in their products."
Admission and Total Voting Rights
Application has been made for the Subscription Shares and Adviser Shares to be admitted to trading on AIM, which is expected to become effective on or around 6 February 2025 ("Admission").
Following the issue of the 3,437,551 Subscription Shares and Adviser Shares, which, on Admission, will rank pari passu with the existing Ordinary Shares, the total number of Ordinary Shares in issue with voting rights in the Company will be 51,654,685. There are no shares held in treasury.
The above figure of 51,654,685 Ordinary Shares may therefore be used by shareholders as the denominator for the calculation by which they may determine if they are required to notify their interest in, or change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
For more information, please visit MicroSalt's website, follow on Twitter @MicroSaltPLC or contact:
| MicroSalt plc | Via Flagstaff PR | |||||
| Rick Guiney, CEO | ||||||
| Zeus Capital Limited (Nominated Adviser and Broker) | +44 (0)20 3829 5000 | |||||
| David Foreman / James Edis (Investment Banking) | ||||||
| SP Angel Corporate Finance LLP (Agent) | +44 (0)20 3470 0470 | |||||
| Richard Morrison / Charles Bouverat | ||||||
| Flagstaff PR (Financial PR/IR) | +44 (0)20 7129 1474 | |||||
| Tim Thompson / Alison Allfrey / Anna Probert | microsalt@flagstaffcomms.com | |||||
| a. | Name | Konrad Dabrowski | ||||
| 2 | Reason for notification | |||||
| a. | Position/Status | Chief Financial Officer | ||||
| b. | Initial notification/ Amendment | Initial Notification | ||||
| a. | Name | MicroSalt plc | ||||
| b. | LEI | 213800L7WRHP8CCEEQ48 | ||||
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of £0.001625 each ISIN: GB00BQB6FF85 | ||||
| b. | Nature of the transaction | Subscription of new Ordinary Shares | ||||
| c. | Price(s) and volume(s) |
| ||||
| d. | Aggregated information | N/A | ||||
| f. | Place of the transaction | London | ||||
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.