Quadrise Fuels International : Representation Agreement and Grant of Warrants

Representation Agreement and Grant of Warrants

Released : 06 Mar 2019 07:00

RNS Number : 9480R

Quadrise Fuels International PLC 06 March 2019

6 March 2019

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

Morocco Representation Agreement with Conditional Grant of Warrants

Quadrise is pleased to announce that the Company has entered into a Representation Agreement ("RA") with Younes Maamar ("the Consultant"), a former CEO of the Moroccan state electricity Company, to act as a consultant for Quadrise. Mr Maamar's role will be to assist Quadrise in its pursuit of opportunities for the use of MSAR® in Morocco.

The RA provides the Consultant with a success‐based incentive structure, with rewards due upon the successful delivery of the relevant disclosable project milestones and contracts necessary to progress to commercial MSAR® sales in Morocco.

In accordance with the RA the Consultant may be awarded up to a total of 13 million warrants over ordinary shares in the Company, provided certain key milestones are achieved:

• · The first tranche of 3 million warrants will be awarded upon signature, during 2019, of a disclosable project milestone in relation to the development of potential MSAR® projects within Morocco and will be exercisable for a period of 3 years from the date of the RA.

• · The second tranche of 10 million warrants will be awarded upon signature of contracts enabling a commercial MSAR® project in Morocco and will be exercisable for a period of 5 years from the date of the RA.

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

The RA has a maximum term of 12 months but can be extended by mutual agreement. Under the RA, royalties will be payable to the Consultant from projects established to supply and use MSAR® in Morocco where the Consultant's services continue to be provided. The Consultant may potentially pursue similar opportunities in other countries in Africa upon mutual agreement with the Company.

In the event that sufficient share issuance authorities are not available at the time of vesting of the warrants, or such authorities are not granted at the subsequent Annual General Meeting of the Company, Quadrise shall instead pay the Consultant a cash value for the relevant tranche of Warrants then vesting equal to 1.5p per Warrant awarded.

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

"Quadrise is delighted to be working with Younes, and to utilise his extensive knowledge of the territory to advance opportunities for the use of MSAR® at commercial scale within Morocco. The reward structure that we have put in place puts the focus on project delivery and aligns all parties on 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

[phone]

Jason Miles, Chief Operating Officer

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

[phone]

Daniel Harris

Public & Investor Relations FTI Consulting

Ben Brewerton Ntobeko Chidavaenzi

[phone]

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 Regulations

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