Sulnox Group PLC

Share Issue/Capital Change • Jan 20, 2025

National Storage Mechanism | Additional information

RNS Number : 8473T

SulNOx Group PLC

20 January 2025

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310

20 January 2025

SulNOx Group Plc (the "Company" or "SulNOx")

Exercise of Share Options

Issue of Shares

(Aquis Stock Exchange: SNOX)

Exercise of Share Options

The board of directors of the Company (the "Board") announces that a former director has exercised 350,000 options (the "Options") for ordinary shares of 2 pence each in the capital of the Company ("Ordinary Shares"), at an exercise price of 36 pence per Ordinary Share (the "Option Shares").  The £126,000 received by the Company will be used for general working capital purposes.

Issue of Shares to Consultants

The Company has issued a total of 91,203 new Ordinary Shares in settlement of invoices from consultants (the "Consultancy Shares"), made as follows: 

·    72,911 Ordinary Shares at a price of 39.50 pence per Ordinary Share in settlement of a liability of £28,800.00; and

·    18,292 Ordinary Shares at a price of 41.00 pence per Ordinary Share in settlement of a liability of £7,500.00.

The prices of the above issues have been calculated on the average share price for the period of time over which the services were delivered and the terms of the consultants' contracts. 

Admission and Total Voting Rights

An application will be made to admit the Option Shares and the Consultancy Shares for trading on AQSE Growth Market, which is anticipated to occur on or around 24 January 2025 ("Admission").

On Admission, the Company will have 127,025,073 Ordinary Shares in issue, each with one voting right. The Company does not hold any shares in treasury and therefore the total number of voting rights in the Company is 127,025,073. This figure should be used by shareholders from Admission as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FCA's Disclosure Guidance and Transparency Rules.

Holding in the Company & Related Party Transaction

The issue of the 72,911 Consultancy Shares set out above is to Tergeo Limited, in relation to the consultancy contract set out in the announcement of 27 June 2023.  Tergeo Limited is a company in which Constantine Logothetis holds a majority interest.  Mr Logothetis has a total current interest (including indirect holdings) in 32,771,264 Ordinary Shares, 25.89% of the current issued Ordinary Shares.  On Admission, assuming no other dealings since his last disclosure, Mr Logothetis will have a total interest (including indirect holdings) in 32,844,175 Ordinary Shares, 25.86% of the Ordinary Shares.

As Mr Logothetis has an interest in over 10% of the Ordinary Shares, the issue of the new Ordinary Shares to Tergeo Limited constitutes a related party transaction under the AQSE Growth Market (Apex Segment) Rules.  The consultancy agreement with Tergeo Limited is proving to be commercially beneficial and the settlement of the liability through the issue of Ordinary Shares will conserve the Company's cash resources.  The directors of the Company, having exercised reasonable care, skill and diligence, believe the issue of new Ordinary Shares to Tergeo Limited to be fair and reasonable as far as the shareholders of the Company are concerned.

- Ends -

For further information please contact:

SulNOx Group plc Steven Cowin, CFO	Tel: 07624 491 821
Allenby Capital Limited (AQSE Corporate Adviser) Nick Harriss / John Depasquale	Tel: 020 3328 5656

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