Quadrise Fuels International : Kuwait Services Agreement & Grant of Warrants

Kuwait Services Agreement & Grant of Warrants

Released : 26 Feb 2019 07:00

RNS Number : 0673R

Quadrise Fuels International PLC 26 February 2019

Quadrise Fuels International plc ("Quadrise", "QFI" or the "Company")

Kuwait Services Agreement with Conditional Grant of Warrants

Quadrise is pleased to announce that the Company has entered into a Services Agreement ("SA") with Aleph Commodities Ltd ("Aleph") to pursue opportunities on behalf of Quadrise for the use of MSAR® in Kuwait.

Aleph is a UK company that has been established recently by a small group of commodities traders with significant experience in the Middle East.

The SA provides Aleph with a success‐based incentive structure, with rewards only due upon delivering relevant disclosable project milestones and contracts that lead to the establishment of MSAR® projects and commercial sales in Kuwait.

The SA also provides that Aleph may be awarded up to a total of 40 million warrants over ordinary shares in the Company, provided certain key milestones are achieved.

• · The first tranche of 5 million warrants will be awarded upon signature, during 2019, of a disclosable project milestone in relation to the conclusion of a relationship with a local partner in Kuwait and will be exercisable for a period of 2 years from the date of the SA.

• · The second tranche of 10 million warrants will be awarded upon signature, during 2019, of a disclosable project milestone enabling a commercial MSAR® trial or study in Kuwait and will be exercisable for a period of 3 years from the date of the SA.

• · The third tranche of 25 million warrants will be awarded upon signature of contracts for a commercial MSAR® project in Kuwait and will be exercisable for a period of 4 years from the date of the SA.

All of the above warrants will have an exercise price of the average mid‐market closing price over five days, ending on and including the day after QFI publicly announces signature of the relevant project milestones and contracts.

Under the SA, royalties will be payable to Aleph from any project for the supply and use of MSAR® in Kuwait introduced via Aleph. The SA is evergreen, unless terminated by mutual agreement with one month's notice.

Kuwait is a country covered under the Co‐Marketing and Project Development Agreement ("CMPDA") with Freepoint Commodities LLC ("Freepoint") announced by Quadrise on 30 November 2018. Any project delivered in Kuwait will therefore be subject to the terms of the CMPDA.

Commenting on this development Mike Kirk, Executive Chairman of QFI, said:

"Entering into this services agreement with Aleph is an important milestone for Quadrise in the Middle East.

Kuwait is a market in which we have undertaken substantial work over the past 18 months and where we have made good progress to establish a firm understanding of our technology in country. Quadrise's engagement in Kuwait will continue to be coordinated with Freepoint in connection with the CMPDA announced last November, and such engagement will now be enhanced by our new relationship with Aleph. We believe Aleph's strong relationships in the Middle East, and Kuwait in particular, will be instrumental in enabling practical delivery of domestic MSAR® projects.

The reward structure that we have put in place, puts the focus on near‐term delivery during 2019 and aligns all parties to project delivery and the creation of significant shareholder value."

For further information, please refer to the Company's website atwww.quadrisefuels.com, or [e-mail] or phone:

Quadrise Fuels International Plc

Mike Kirk, Executive Chairman Jason Miles, Chief Operating Officer

[phone]

Nominated Adviser

Cenkos Securities plc Dr Azhic Basirov Ben Jeynes Katy Birkin

[phone]

Joint Brokers Peel Hunt LLP Richard Crichton Ross Allister

[phone]

Stockdale Securities Andy Crossley Daniel Harris

[phone]

Public & Investor Relations FTI Consulting

Ben Brewerton Sara Powell

[phone]

For further information about Freepoint, please refer to Freepoint's website atwww.freepoint.com.

Notes to Editors

QFI is the supplier of MSAR® emulsion technology and fuels, a low‐cost alternative to heavy fuel oil (one of the world's largest fuel markets, comprising over 450 million tons per annum) in the global power generation, shipping, steam and refining industries.

This announcement is inside information for the purposes of Article 7 of EU Regulation 596/2014.

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