Equipmake Holdings - Result of Placing and Subscription

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EU (WITHDRAWAL) ACT 2018 ("MAR").

25 October 2024

Equipmake Holdings PLC

("Equipmake" or the "Company")

Result of Placing and Subscription

Equipmake, a market leader in engineering-driven differentiated electrification technologies, products and solutions across the automotive, truck, bus and speciality vehicle industries, is pleased to announce that, further to its announcement at 7.02 a.m. (the "Launch Announcement"), the Bookbuild has now closed and the Company has conditionally raised approximately £3,000,000 in aggregate (before expenses) through the Placing of 69,999,998 Placing Shares at the Issue Price, being 3 pence per New Ordinary Share, and a subscription of 29,999,998 Subscription Shares at the Issue Price.

Admission and Total Voting Rights

Application will be made for the Placing Shares to be admitted to trading on the Aquis Apex exchange. It is expected that dealings in the VCT Placing Shares will commence at 8.00 a.m. on or around 4 November 2024 ("First Admission") and dealings in the General Placing Shares and Subscription Shares is expected to commence at 8.00 a.m. on or around 5 November 2024 ("Second Admission") (or such later date as may be agreed between the Company and the Joint Brokers, but no later than 8:00 a.m. on 29 November 2024).

The Placing Shares and Subscription Shares will be issued fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares.

Upon First Admission (admission to trading of 56,159,067 VCT Placing Shares) the Company will have 1,076,233,636 Ordinary Shares in issue. There are no shares held in treasury. The total voting rights in the Company will therefore be 1,076,233,636 and shareholders may use this figure as the denominator by which they are required to notify their interest in, or change to their interest in, the Company under the Disclosure Guidance and Transparency Rules. On Second Admission (admission to trading of 43,840,929 General Placing Shares and Subscription Shares) the Company will have 1,120,074,565 Ordinary Shares in issue. The total voting rights in the Company from Second Admission will therefore be 1,120,074,565 and shareholders may use this figure as the denominator by which they are required to notify their interest in, or change to their interest in, the Company under the Disclosure Guidance and Transparency Rules.

Related Party Transactions

Schroder Investment Management ("Schroder"), a Substantial Shareholder of the Company (as defined in the Aquis Growth Market Access Rulebook), has conditionally participated in the Placing for 10,000,000 Placing Shares at the Issue Price for an aggregate of £300,000. Schroder currently holds an interest in 10.29 per cent of the Company's currently issued Ordinary Shares and their participation in the Placing is a related party transaction pursuant to the Aquis Growth Market Access Rulebook. Upon Second Admission, Schroder is expected to hold an interest in 10.27 per cent. of the Company's Ordinary Shares. The directors of the Company, having exercised reasonable care, skill and diligence, believe that the transaction is fair and reasonable as far as the shareholders of the Company are concerned.

Ian Foley, founder, Chief Executive Officer and a Substantial Shareholder of the Company (as defined in the Aquis Growth Market Access Rulebook), has conditionally agreed to subscribe for 6,666,666 Subscription Shares at the Issue Price for an aggregate of £200,000. Ian Foley currently holds an interest in 36.76% of the Company's currently issued Ordinary Shares and their participation in the Fundraise is a related party transaction pursuant to the Aquis Growth Market Access Rulebook. Upon Second Admission, Ian Foley is expected to hold an interest in 34.08 per cent. of the Company's Ordinary Shares. The independent Directors of the Company, having exercised reasonable care, skill and diligence, believe that the transaction is fair and reasonable as far as the shareholders of the Company are concerned.

Capitalised terms used in this announcement and not separately defined shall have the same meanings as defined in the Launch Announcement.

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About Equipmake

Equipmake is a UK-based industrial technology company specialising in the engineering, development and production of electrification products to meet the needs of the automotive and other sectors in support of the transition from fossil-fuelled to zero-emission drivetrains.

Equipmake is a leader in high performance technologically advanced electric motors, inverters and complete zero-emission electric drivetrains and power electronic systems. Equipmake has developed a vertically integrated solution providing fully bespoke solutions to its customers. The Company is focussed on accelerating traction with OEM and Tier 1 suppliers in relation to higher margin component and drivetrain supply under long-term growth contracts and securing high margin licencing transactions.

Key differentiators of the Company offerings are its advanced technology and performance, reliability and adherence to ASIL-D¹ functional safety. Equipmake's advanced motor and inverter technology, featuring ASIL-D compliance, are designed to customers' highest Functional Safety standards. With decades of experience in electric drivetrain integration and a dedicated prototype vehicle testing facility, Equipmake can significantly accelerate product development for customers.

¹ Automotive Safety Integrity Level ("ASIL") is a risk classification scheme defined by the ISO 26262 - Functional Safety for Road Vehicles standard and is a critical requirement for road vehicles. Of the four ASILs identified by the standard, ASIL-D dictates the highest integrity requirements on the product, which require exceptional rigour in their development.