DCTA Directa Plus Plc

The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. Upon publication of this announcement, this inside information is now considered to be in the public domain.

25 March 2024

Directa Plus plc

("Directa Plus", the "Group" or the "Company")

€1,000,000 Loan Agreement Signed

Directa Plus (AIM: DCTA), a leading producer and supplier of graphene nanoplatelets based products for use in consumer and industrial markets, has entered into a loan agreement with a total value of €1,000,000 (the "Loan"), with the funding to be used to complete the final payment for the acquisition of Setcar S.A. ("Setcar"), as announced on 26 February 2024 (the "Acquisition").

Terms of the Loan

Directa Plus has entered into a €1,000,000 loan with the Nant Capital, LLC ("Nant Capital"), a company owned and controlled by Patrick Soon-Shiong and which, together with Mr Soon-Shiong, holds 28.73% of the ordinary share capital of Directa Plus, (the "Loan"). The Loan will accrue interest at a rate of 7 per cent. per annum and the balance, plus any interest accrued, is repayable at any point before 31 December 2024.

Following completion of the Acquisition, Directa Plus' shareholding in Setcar will increase from 50.99% to 99.95%, with an existing shareholder in Setcar remaining a minority shareholder. Completion of the Acquisition is conditional on, inter alia, the payment of total consideration of €1.5 million (the "Consideration") and the passing of certain resolutions by the shareholders of Setcar at a shareholder meeting expected to be held in April 2024.

The Consideration is structured as an immediate payment of €0.5 million, which has been paid from the Group's existing cash resources, and a further payment of €1.0 million, which is due prior to 30 March 2024 and will be paid using the proceeds of the Loan.

Related Party Transaction

The Loan is deemed to be a related party transaction for the purposes of the AIM Rules for Companies. The Directors consider, having consulted with the Company's nominated adviser, Cavendish Capital Markets Limited, that the terms of the Loan are fair and reasonable insofar as the Company's shareholders are concerned.

Giulio Cesareo, Founder and Chief Executive of Directa Plus, commented: "The Board is delighted to have received the support of our major shareholder, Nant Capital, in funding the second tranche of the Setcar Acquisition. This is a very exciting opportunity for Directa Plus and will enable us to further capitalise upon the significant opportunities in our growing Environmental Remediation division and to capture greater value."  

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Notes to Editors

Directa Plus (www.directa-plus.com) is one of the largest producers and suppliers of graphene-based products for use in consumer and industrial markets. The Company's graphene manufacturing capability uses proprietary patented technology based on a plasma super expansion process. Starting from natural graphite, each step of Directa Plus' production process - expansion, exfoliation and drying - creates graphene-based materials and hybrid graphene materials ready for a variety of uses and available in various forms such as powder, liquid and paste.

This proprietary production process uses a physical process, rather than a chemical process, to process graphite into pristine graphene nanoplatelets, which enables Directa Plus to offer a sustainable, non-toxic product, without unwanted by-products.

Directa Plus' products are made of hybrid graphene materials and graphene nano-platelets. The products (marketed as G+(R)) have multiple applications due to its properties. These G+(R) products can be categorised into various families, with different products being suitable for specific practical applications.

Directa Plus was established in 2005 and is based in Lomazzo (Como, Italy) and has been listed on the AIM market of the London Stock Exchange since May 2016. Directa Plus holds the Green Economy Mark from London Stock Exchange which recognises companies that contribute to the global green economy.