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Cientifica unveils deal to take up to 49.9% of Rainmaker Technologies.

M2 EQUITYBITES-April 11, 2014-Cientifica unveils deal to take up to 49.9% of Rainmaker Technologies


11 April 2014 - UK specialist investor Cientifica Plc (LON:CTFA) on Friday said it had secured three call options to acquire up to 49.9% in newly established Rainmaker Technologies Ltd.

The UK-based target was set up by founder directors Alex Hamer of the Ashbeck Group of Companies and Martin Benson of Kirkstyles Innovation Group Ltd to engage in the design and development of commercial applications of advanced materials such as graphene.

Cientifica, which specialises in investments in the advanced materials, graphene and emerging technologies areas, noted that through the move it gains access to professionals who can collaborate with it on projects.

The plan is for Rainmaker to acquire holdings in firms with projects that are of interest to Cientifica. Rainmaker is expected to also partner with functionalised graphene materials producer Perpetuus Carbon Technologies Ltd, which should allow for the incorporation of high quality graphene materials into products that are almost ready for market roll-out, Cientifica said.

The first option is exercisable by 15 May 2014 and covers 240m shares, or 25.4% of Rainmaker's enlarged share capital. Such shares will be paid for with GBP100,000 (USD168,000/EUR121,000) in cash. The exercise of this option is conditioned on the target's entering into at least two option accords with firms zeroing in on developing commercial applications using graphene, Cientifica said.

The second and third options are exercisable fully or in part by 15 October 2014 and 15 May 2015 respectively and would result in Cientifica's holding increasing to up to a respective 37.5% and 49.9% of the enlarged share capital. The purchases under those options would be covered with cash or new Cientifica common shares, at the discretion of the target, whose value is to be determined at the time of such exercises based on its performance.

Cientifica noted that its CEO Tim Harper, who has a 28.3% stake in Rainmaker, is seen to represent it on the target's board should the first option be exercised by 15 May 2014.

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Publication:M2 EquityBites (EQB)
Date:Apr 11, 2014
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