Versarien acquires assets and IP from Hanwha Aerospace and establishes subsidiary in South Korea

Versarien plc (VRS) has acquired certain assets and intellectual property from South Korea based Hanwha Aerospace Co. Ltd ("Hanwha Aerospace") for a total consideration of £4.34 million, to be fully satisfied through the issue of 11,000,000 ordinary shares of 1 pence each ("Ordinary Shares") in the Company.

In addition, the Company has entered into a subscription agreement with Lanstead Capital Investors LP ("Lanstead") to subscribe for 8,750,000 new Ordinary Shares (the "Subscription Shares") at 40 pence per Subscription Share (the "Issue Price") raising gross proceeds of £3.50 million.

Completion of the Acquisition is conditional on the admission to AIM of all of the Consideration Shares. Following Second Admission (as defined below), Hanwha Aerospace will hold approximately 5.79% of the Company's issued ordinary share capital, as enlarged by the issue of the Consideration Shares, the Subscription Shares and the Value Payment Shares.

Acquisition of Assets and IP

Versarien has agreed to acquire certain assets and intellectual property that form the South Korea based Chemical Vapor Deposition ("CVD") activities of Hanwha Aerospace Co. Ltd. 

The Acquisition comprises a portfolio of over 100 patents and patent rights, many originally developed by Samsung in South Korea, covering CVD graphene manufacturing methods and related applications, together with manufacturing equipment suitable for producing high quality large format electronics grade graphene.

The Directors believe the IP assets will complement the Group's existing 2D materials portfolio and cover areas including using CVD methods to produce high quality single and dual layer graphene and methods to produce graphene based thin film laminates that the Directors believe will have potential applications in the electronics sector, amongst others.

Additionally, the Acquisition comprises manufacturing equipment suitable for producing high quality large format electronics grade graphene. 

New Subsidiary

The Company plans to establish operations in South Korea via its new subsidiary, which will be overseen initially by Versarien's Head of International Strategy and Government Relations, Matt Walker.

Subscription with Lanstead to Raise £3.05m

The Company has also issued 8,750,000 Subscription Shares to Lanstead, who currently hold approximately 7.57% of the Company's issued share capital, at the Issue Price to raise gross proceeds of £3.50 million.

The £3.50 million gross proceeds of the Lanstead Subscription will be pledged by the Company pursuant to an additional sharing agreement with Lanstead (the "Sharing Agreement"), following the one entered into in March 2020.

The Sharing Agreement, details of which are set out below, entitles the Company to receive back the proceeds on a pro rata monthly basis over a period of 18 months, subject to adjustment upwards or downwards each month depending on the Company's share price. The net proceeds received by the Company from the Sharing Agreement will be used primarily to establish operations in South Korea following the Acquisition, as well as for the Company's general working capital purposes.

Neill Ricketts, Chief Executive Officer of Versarien, commented: "We are delighted to have agreed the Acquisition which complements our existing portfolio of graphene materials technology. In particular, it will provide us with access to patented technology and equipment to produce high quality single and dual layer graphene that has particular applications in the electronics sector, together with other areas, including in relation to some of our existing collaborations. The Acquisition will also help facilitate our planned future Asian development
 
"We are pleased that we have received additional support from Lanstead to provide the funding and additional working capital required for our international expansion strategy."

 

Over the past three months, Versarien shares have recovered strongly from los of 26.5p in October to open at 40.9p following news of the Acquisition and Subscription at 40p.

Reasons to Follow Versarien 

Versarien is an advanced engineering materials group that leverages proprietary technology through innovative engineering solutions. The company holds eight subsidiaries which operate under two divisions, Graphene and Plastics and Hard Wear and Metallic Products.

Commercialisation of the ‘Wonder Material’

In 2019/20 Versarien entered into collaborations with global partners. The group completed a process required to achieve the award of a £5 million Innovate UK loan. It said its focus ‘is now very much on the monetisation of the graphene technologies’ in its portfolio.  
 
The loan is for a project named G SCALE, (Graphene-Seat, Concrete, Arch, Leisure, Elastomer), covering a number of Versarien's existing collaborations, which is designed to enable Versarien to ‘significantly increase’ its manufacture of quality assured graphene.

Expanding Product Portfolio 

In August 2020, the company launched its first graphene enhanced protective face mask, which utilises Polygrene, Versarien’s graphene enhanced polymer.  The mask is a filtering facepiece designed to protect against airborne bacteria and the spread of viral infection.  
 

Versarien has also formed the Versarien Graphene Advisory Panel (VGap) to commercialise ‘the many opportunities’ of graphene.  This will focus on the dual agenda of scoping Versarien's current and future technologies, along with wider graphene related topics.

Anti-COVID-19

In addition, last week Versarien released results of a preliminary study of modified graphene materials, which were shown to possess properties inactivating the SARS-CoV-2 virus.  
 
The report concluded that the preliminary test results show that these materials significantly inhibit viral infection and possess antiviral activity towards SARS-CoV-2. The company said the results obtained were ‘statistically highly significant with a p-value of less than 0.0001.’  
 
The report concludes that the results show GNA22 and GNA24 to significantly inhibit viral infection and suggests that these materials possess antiviral activity towards SARS-CoV-2.  
 
“While we must stress that these results have been achieved under laboratory conditions, they do demonstrate that our hybrid graphene nanomaterials have the potential to provide protection from COVID-19,” said Neill Ricketts, Chief Executive Officer of Versarien. 

International Expansion into China and South Korea

The company plans to use Beijing Versarien Technology Company Limited, its wholly owned Chinese foreign entity, to form the base for its expansion activities in China. 

Additionally, Company plans to establish operations in South Korea via its new subsidiary, which will be overseen initially by Versarien's Head of International Strategy and Government Relations, Matt Walker.