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Bushveld Energy enters reverse takeover deal through the sale of VRFB-H

28th November 2022

By: Marleny Arnoldi

Deputy Editor Online

     

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Aim-listed Bushveld Minerals’ 84%-owned subsidiary Bushveld Energy has entered into a conditional agreement to sell its entire 50.5% interest in Vanadium Redox Flow Batteries Holdings (VRFB-H) to special purpose acquisition company Mustang Energy.

VRFB-H’s main asset is a 50% interest in Enerox Holdings, which, in turn, holds the entire issued share capital of Enerox, an Austria-based vanadium redox flow battery manufacturer.

The consideration for the sale is $19.4-million, which will be converted to pounds and paid through an issuance of just under 80-million new Mustang ordinary shares, priced at 20p apiece.

As Mustang already holds a 22.1% legal and beneficial interest in VRFB-H, in which Bushveld Energy has a 50.5% interest, Mustang is deemed to be a related party of Bushveld under the Aim’s Rules for Companies.

As part of the sale agreement, Bushveld Energy will have the right to appoint two directors to the board of Mustang and will enter into a lock-in agreement, further details of which will be shared soon.

Enerox has invested more than 20 years of research and development into its energy storage system, branded under the name CellCube. About 23 MWh of this technology is deployed through 130 systems across five continents.

In the last 12 months, Enerox has secured five new orders totalling 34 MWh, which includes a 16 MWh battery to an Australian renewable energy developer, marking Enerox’s largest battery order yet.

CellCube designs and delivers sustainable and cost-effective energy storage solutions for microgrid and grid scale-applications.

In addition to the proposed sale, Bushveld Minerals holds $2.75-million in unsecured convertible loan notes in Mustang, which bear 10% interest a year and convert at an issue price of 17p per new ordinary share in Mustang.

The issue of ordinary shares in Mustang to Bushveld Energy in relation to the convertible loan notes is conditional upon Mustang completing a reverse takeover.

On the assumption that Mustang obtains the relevant approvals from its shareholders and relevant authorities, Bushveld Minerals and Bushveld Energy will collectively hold 51.5% of Mustang.

This will result in Bushveld Minerals having an indirect economic interest of 25.76% in Enerox.

RATIONALE

Bushveld Minerals says the transaction is an important step in the process to carve out Bushveld Energy from the Bushveld Minerals group.

The deal will see Mustang have a dedicated board and management team focused on its success as an energy storage business. Bushveld Minerals believes a standalone energy storage-focused company will be in a better position to attract the appropriate energy-focused investors and market valuation.

The transaction will also provide Bushveld Minerals with a controlling interest in Mustang and a shareholding in Enerox, allowing it to retain its vertical integration proposition.

Bushveld Minerals CEO Fortune Mojapelo says the transaction effectively gives Bushveld a majority stake in a London-listed energy storage business, and provides Bushveld Energy access to the capital markets.

He adds that it also allows Bushveld Energy to achieve a transparent market value and attract specialist investors looking to participate in this exciting growing sector.

Edited by Chanel de Bruyn
Creamer Media Senior Deputy Editor Online

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