Haydale Graphene Inds PLC (LSE:HAYD, OTC:HDGHF) shares fell 6.8% to 0.56p after it announced a proposed fundraising of up to £6.41 million and the planned cash-and-shares acquisition of SaveMoneyCutCarbon (SMCC).
SMCC provides sustainability solutions that cut energy, water and carbon use through consultancy, project delivery and installation of efficiency technologies, as well as a partner programme with major banks and utilities, including Barclays, Lloyds and Santander.
The all-share acquisition, valued at up to £17.11 million based on the Haydale share price, will add a national customer-acquisition engine, B2B sales capability and a scalable route to deploy JustHeat and future technologies, the company said.An initial consideration of £11.16 million will be paid in new shares, with up to £5.95 million of deferred consideration issued over five years based on share-price conditions.
The fundraising will include a £5.91 million placing and subscription and a £0.5 million retail offer at 0.5p per share.
Barclays PLC (LSE:BARC) will invest £0.5 million and will become a 15.34% shareholder. Quidos, which runs an installer network, will invest the same amount.
Haydale intends to change its name to Haydale plc and will change its year end date to align with SMCC.
Completion of the fundraise and acquisition is subject to shareholder approval.
Chief executive Simon Turek said: “This transaction marks a pivotal step in Haydale's evolution.
""Over the past year we have reshaped the Group into a focused, commercially driven clean-technology business with world-class graphene products ready for scale.
"By combining Haydale's patented materials platform and the growing commercial momentum behind JustHeat with SMCC's national market-access engine, delivery capability and trusted partnerships with major UK banks and utilities, we are creating a scalable platform able to deploy energy-efficiency solutions at pace and at meaningful scale."
He said the enlarged group will be well-positioned to serve the accelerating demand for practical decarbonisation.