Nanosynth Group PLC Update on JV agreement with Volz (2245B)
February 10 2022 - 2:00AM
UK Regulatory
TIDMNNN
RNS Number : 2245B
Nanosynth Group PLC
10 February 2022
nanosynth group plc
("nanosynth" the "Company" or the "Group")
Update on JV agreement with Volz
The Board of nanosynth is pleased to announce that further to
the announcement of the Joint Venture Agreement ("JV") with inter
alia, Volz Holdings v.o.s ("Volz") on 10 December 2021, agreement
has been reached for Volz to convert their production line to
provide the capability for nanosynth's alphaviron layer to be
included across Volz's product range. This is extremely beneficial
to the JV Company, Virosynth Limited ("Virosynth"), as Volz are not
only a HVAC material provider but also an HVAC filter provider.
This means that by Volz converting their production line to
incorporate the Company's technology as standard, Virosynth will
end up with its first client, with leading edge advantage in the
marketplace and a great reference point for others to see and
follow due to the benefits Virosynth can deliver for the HVAC
market and the reputation Volz holds in the market.
This is also expected to save Virosynth considerable cash
expenditure.
The cost of converting the Volz production line is considerable.
It has therefore been agreed that to save nanosynth having to
inject cash into Virosynth to meet half the cost of this, it will
instead provide a warrant over ordinary shares in the Company to
the shareholders of Volz, namely; Rainer Volz and Jonathan
Thornton.
Accordingly, the Company has issued GBP500,000 of warrants over
50,000,000 shares at an exercise price of 1 pence each (a premium
of c.29% to the closing mid market share price on 9 February 2022)
to be granted equally to Rainer Volz and Jonathan Thornton
("Warrants"). The Warrants are exercisable for a period of three
years from the date of grant and only upon completion of the
conversion of the product line.
Related Party Transaction
Jonathan Thornton, as a director of Virosynth, which is a 51%
owned subsidiary of the Company, is considered to be a "related
party" as defined under the AIM Rules and accordingly the grant of
Warrants constitutes a related party transaction for the purposes
of Rule 13 of the AIM Rules.
Mark Duffin, Richard Clarke, Dr Felicity Sartain and Dr Gareth
Cave, being the Directors independent of the transaction, consider,
having consulted with SP Angel Corporate Finance LLP, the Company's
Nominated Adviser, that the grant of the Warrants are fair and
reasonable insofar as the Company's shareholders are concerned.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 ('MAR') which has
been incorporated into UK law by the European Union (Withdrawal)
Act 2018. Upon the publication of this announcement via Regulatory
Information Service ('RIS'), this inside is now considered to be in
the public domain.
nanosynth group plc via IFC Advisory
Mark Duffin (Chief Executive Officer)
SP Angel Corporate Finance LLP
Nominated Adviser and Joint Broker
Stuart Gledhill
Caroline Rowe +44 20 3470 0470
IFC Advisory Ltd
Graham Herring
Zach Cohen +44 20 3934 6630
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END
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