LIB Libertine Holdings Plc

28 August 2024

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"). Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

Libertine Holdings PLC (in Administration)

("Libertine" the "Company" or the "Group")

Notice of Appointment of Administrators and Resignation of Nominated Adviser

Further to the announcement made on 19 August 2024, the Company has continued to seek advice on its appropriate next steps, in light of funds not being received from Reliant FZCO, pursuant to the terms of the Bridging Loan Agreement. Working with Interpath Advisory, the Company has explored the potential sale of its wholly owned subsidiary Libertine FPE Limited (registered number 07022645) or its assets.

The Board confirms that the Company received an offer from Sam Cockerill Limited (a company owned by Sam Cockerill, the Company's Chief Executive Officer) to purchase 100% of the share capital of Libertine FPE Limited and intelliGEN Inc for a total aggregate cash consideration of £110,000, subject to certain terms and conditions. Following consultation with Interpath Advisory and the Company's lawyers, an independent sub-committee of the Board concluded that in the absence of any alternative options, the offer represents the best outcome for minimising the loss to the Company's creditors.

In light of the offer received, the Company has concluded that it will not be able to meet its liabilities as they fall due and consequently, the Board filed a notice of appointment of James Clark and Howard Smith, of Interpath Advisory, as joint administrators of Libertine Holdings PLC in Court on 27 August 2024.

Immediately following the appointment of the Joint Administrators, a sale of the shares in Libertine FPE Limited and intelliGEN Inc was completed to Sam Cockerill Limited for total aggregate cash consideration of £110,000 ("Sale"). Both Libertine FPE Limited and intelliGEN Inc were wholly owned by Libertine Holdings PLC.

As the Company's Nominated Adviser was not consulted with regards to the Sale to Sam Cockerill Limited prior to its execution, the independent directors have not consulted with the Nominated Adviser that the terms of the Sale are fair and reasonable insofar as shareholders are concerned, pursuant to AIM Rule 13.

Following the Sale, pursuant to AIM Rule 15, the Company is now regarded as an AIM Rule 15 cash shell ("AIM Rule 15 Cash Shell"). As an AIM Rule 15 Cash Shell, the Company is required to make an acquisition, or acquisitions, which constitutes a reverse takeover under AIM Rule 14 or seek to become an investing company pursuant to AIM Rule 8 within six months from 27 August 2024, failing which its shares will be suspended (noting that trading in the Company's ordinary shares has been suspended since 29 July 2024).

Resignation of Nominated Adviser

Panmure Liberum Limited has resigned as Nominated Adviser and Broker to the Company with immediate effect. The Company's ordinary shares remain suspended from trading and pursuant to AIM Rule 1, if a replacement Nominated Adviser is not appointed within one month, the admission of the Company's ordinary shares to trading on AIM will be cancelled.

Further announcements will be made as appropriate in due course.

Defined terms in this announcement bear the same meanings as in the announcement published by the Company on 19 August 2024 unless otherwise indicated.

For more information, please visit www.libertine.co.uk or contact:

About Libertine

Founded in 2009, Libertine provides technology platform solutions for Original Equipment Manufacturers ("OEMs"), enabling efficient and clean power generation from renewable fuels, and more effective energy storage devices and gas compressor systems. Libertine was admitted to trading on the AIM market of the London Stock Exchange in December 2021. 

Libertine has created two technology platforms, each using the same core technology elements, which the Company provides to its OEM customers for their development of Linear Generator and Linear Motor products:

-       The intelliGEN™ platform enables the creation of clean, highly efficient and fuel-flexible Linear Generator products including:

•      Heavy-duty hybrid powertrains of trucks, buses, tractors, construction and mining equipment;

•      Medium and light-duty hybrid powertrains of commercial vehicles operating over longer distances;

•      A proportion of the passenger automotive market where vehicle use and recharging constraints are a barrier to battery electrification; and

•      A wide range of off-grid, portable power and distributed power generation applications.

-       The HEXAGEN^TM platform enables more effective energy storage, thermal power generation, waste heat recovery and gas compression products including:

•      Stirling Engine power generators and thermal energy storage systems;

•      Linear motor reciprocating compressor (LMRC) systems for hydrogen refuelling stations; and

•      Organic Rankine Cycle waste heat recovery systems.

These two platforms are a result of over a decade of development and performance validation of Libertine's proprietary core technology elements including its linear electrical machines, controls and developer tools, and are protected by a broad international portfolio of over 40 granted patents, with multiple further patents pending protecting recent developments.

The potential market for Linear Generator products goes well beyond the distributed power generation applications where Linear Generators are already in commercial use today, complementing intermittent renewable power with clean, on-demand power generation. Linear Generators also have the potential to complement battery electrification in hybrid powertrains, providing on-board power generation to address the practical and economic barriers to rapid adoption of clean electric propulsion using battery electric powertrain technology alone.

Working with OEMs from an early stage in the development cycle ensures Libertine's technology is effectively integrated into OEM products, maximising the performance and economic benefits provided by Libertine's platform technology. Libertine has developed a portfolio of over 30 granted patents in addition to a significant body of technical know-how generated since the Company's formation. The Company's senior management team and board includes executives with decades of deep technical experience in the automotive and energy industries.