Subscription to raise £1.75 million

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATIONS (EU) NO. 596/2014 ("MAR"). IN ADDITION, MARKET SOUNDINGS WERE TAKEN IN RESPECT OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.

5 November 2018

CAP-XX Limited

("CAP-XX" or the "Company")

Subscription to raise £1.75 million

CAP-XX, a world leader in the design and manufacture of supercapacitors and energy management systems, is pleased to announce that the Company has raised gross proceeds of £1.75 million (approximately A$3.0m after fees), by way of a subscription (the "Subscription") of 20,588,236 new ordinary shares (the "Subscription Shares") at a price of 8.5 pence per share (the "Subscription Price").  The Subscription Price represents a discount of approximately 8 per cent. to the closing mid-market price on 2 November 2018, the last practicable date prior to the release of this announcement.  The Subscription Shares are to be issued within the Company's existing share allotment authorities, in line with CAP-XX's dilution policy which was approved by shareholders on 23 November 2017. 

The proceeds of the Subscription will be used to advance the Company's strategy to increase product sales and to complete additional licence agreements.

Application has been made to the London Stock Exchange for the Subscription Shares to be admitted to trading on AIM ("Admission").  It is expected that Admission will become effective and dealings in the Subscription Shares will commence at 8:00 am on 9 November 2018.

The Subscription Shares will be issued credited as fully paid and will rank in full for all dividends and other distributions declared, made or paid in respect of the Company`s ordinary shares ("Ordinary Shares") after the date of Admission and will otherwise rank pari passu in all respects with the Company's existing Ordinary Shares. 

The enlarged issued share capital of the Company following the issue of the Subscription Shares will be 323,752,709 Ordinary Shares with voting rights. The Company does not hold any Ordinary Shares in Treasury. 

Following Admission, the above figure of 323,752,709 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company.

Commenting on the Subscription, Anthony Kongats, Chief Executive of CAP-XX said, "We are delighted to receive continued support from our institutional shareholders in supporting this funding round which will accelerate the expansion of our direct sales channels for supercapacitors alongside sales through our growing portfolio of licences."

Information for Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the Product Governance Requirements) may otherwise have with respect thereto, the Subscription Shares have been subject to a product approval process by Allenby Capital Limited, which has determined that the Subscription Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, investors should note that: the price of the Subscription Shares may decline and investors could lose all or part of their investment; Subscription Shares offer no guaranteed income and no capital protection; and an investment in Subscription Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Subscription.  Furthermore, it is noted that, notwithstanding the Target Market Assessment, only investors who have met the criteria of professional clients and eligible counterparties have been procured.  For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to Subscription Shares.

For further information, please contact:

More information is available at www.cap-xx.com 

Notes to editors

About CAP-XX

CAP-XX (LSE: CPX) is a world leader in the design and manufacture of thin, flat supercapacitors and energy management systems used in portable and small-scale electronic devices, and large supercapacitor based modules used in larger applications such as automotive and renewable energy. The unique feature of CAP-XX supercapacitors is their very high power density and high energy storage capacity in a space-efficient prismatic package. These attributes are essential in power-hungry consumer and industrial electronics, and deliver similar benefits in automotive and other transportation applications. For more information about CAP-XX, visit www.cap-xx.com