KIBO ENERGY PLC - Kibo Advances Corporate Strategy with Strategic IPO Spinout

Kibo Advances Corporate Strategy with Strategic IPO Spinout

Kibo Energy PLC (Incorporated in Ireland)
(Registration Number: 451931)
(External registration number: 2011/007371/10)
Share code on the JSE Limited: KBO
Share code on the AIM: KIBO
ISIN: IE00B97C0C31
(‘Kibo’ or ‘the Company’)

Dated: 29 September 2022

                          Kibo Energy PLC ('Kibo' or the 'Company')

                Kibo Advances Corporate Strategy with Strategic IPO Spinout

Kibo Energy PLC (AIM: KIBO; AltX: KBO), the renewable-energy-focused development company,
is pleased to announce that the Company is proceeding with a proposal for an Initial Public Offering
(‘IPO’) to be named Ultimate Sustainable Energy Ltd (‘USE’) in advancing its Corporate Strategy
towards significant renewable/clean energy developer status. The Company will furthermore seek
admission to the Alternative Investment Market (‘AIM’) of the London Stock Exchange (‘LSE’) for
the IPO. The IPO will seek to raise sufficient funds to develop the Company’s portfolio of
renewable/clean energy generation projects, thereby supporting the Company’s strategic intent to
significantly advance and accelerate the development and execution of its sustainable, renewable
energy strategy.

Highlights:

       * Kibo’s renewable/clean energy generation projects to be listed on AIM as a new company
         named USE by Q4 2022/Q1 2023
       * Post-admission, Kibo expects to hold a significant majority interest of ~75% in USE,
         maintaining a strategic interest post the initial fundraise and admission, to ensure continued
         upside from future developments
       * Admission seeks to capitalise on strategic growth and funding opportunities identified in the
         renewable/clean energy generation market
       * Anticipated fundraise of c. £7-10 million for USE to take place alongside admission — funds
         raised will be used to advance the short- to medium-term project development of a portfolio
         of renewable/clean energy generation projects to achieve financial close
       * Projects currently earmarked for inclusion in the IPO portfolio are:
              - Current waste-to-energy projects in South Africa and the UK
              - All biofuel projects, inclusive of utility-scale projects in Tanzania, Botswana and
                Mozambique (Note: Projects in Tanzania, Botswana and Mozambique refer to the
                historic coal-power projects currently the subject of active investigation for
                conversion into renewable energy projects by utilising biofuel)
       * An admission document for USE will be published as part of the listing process.

CEO of Kibo Energy, Louis Coetzee, says: “This is an exciting time for the growth of Kibo Energy,
with this IPO unlocking the true value and potential of the Company’s sustainable, renewable energy
assets. This includes two waste-to-energy projects in South Africa, the first of which is a 2.7 MW
facility in Gauteng and the second which comprises a target of 20 MW, and the Southport project in
the United Kingdom of 10 MW electric power with 5.5m m3 biogas (i.e., green gas) plus a planned 2
MW battery storage. Further to this, the Company is in the advanced stages of disposing of its coal
assets while retaining the associated energy projects that target the innovative biofuel technology on
which the Company has carried out extensive work over the past few months (see RNS dated 25
August 2022).

“The market opportunities, government support and technical innovation in both South Africa and
the UK are evolving and are at the ideal stage to position USE, and thus Kibo, as influential
innovators in the renewable/clean baseload energy generation sector. Most notably, Kibo will retain
a controlling interest (c. 75%) in USE that will allow shareholders to benefit from future USE
developments while attracting new investor bases, including impact investors seeking companies that
prioritise ESG outcomes. Progress on the development of USE’s project portfolio is further expected
to have a positive social, environmental and economic impact on the communities where it operates,
and we look forward to updating the market in this regard and on what we believe are very robust
financials underpinning the USE IPO-portfolio as well as potential value distribution opportunities
to Kibo’s shareholders.”

Impact of Admission on Kibo Strategy
As per the Company RNS dated 19 April 2021, Kibo’s primary strategic focus remains the acquisition
and development of a portfolio of sustainable, renewable energy assets to capitalise on the global
renewable/clean energy revolution. With the available market opportunities, government support and
technical innovation in renewable/clean energy in South Africa and the United Kingdom, the
Company believes this is the ideal time to position itself as an influential leader in the sector. This is
evidenced by Kibo’s large knowledge base and experience in the renewable energy sector, developed
in recent years through its renewable energy solution and Long Duration Energy Storage(‘LDES’)
solution, which will also be used for integration with and planned transformation of its current large
utility fossil fuel-based projects into renewable/clean energy projects. Furthermore, the planned
admission will provide strategic growth and development opportunities for both Kibo and USE and
will enable each company to focus on and deliver its primary strategic objectives and clearly defined
core business.

The admission of USE will result in the following key advantages:

       * Greater visibility on the valuation of Kibo’s strategic portfolio of assets, which also includes
         c. 21% interest in Katoro Gold PLC (‘Katoro’) and 61.27% in Mast Energy Developments
         PLC (‘MED’);
       * Visibility for USE and thus Kibo, as a leading innovator in the renewable/clean baseload
         energy generation sector;
       * Greater investor diversification and an opportunity to target new investor bases, such as
         impact investors seeking companies that prioritise environmental, social and governance
         (‘ESG’) outcomes, and those less interested in African risk-reward opportunities;
       * An opportunity to raise short- to medium-term development capital requirements from the
         proposed fundraise, which will generate USE’s first revenue stream within 18 months; and
       * Synergistic growth opportunities with Kibo’s core renewable/clean energy projects in South
         Africa and the UK.

Background and Commercial Rationale for Admission
The USE business strategy is to acquire, develop and operate a comprehensive portfolio of
renewable/clean baseload energy generation projects, exploiting the global step-change towards
renewable/clean energy. Kibo’s current projects to be included in USE’s IPO portfolio are:

        * waste-to-energy (‘WTE’) and alternative and renewable/clean energy generation projects in
          South Africa and the UK (c. 25 MW);
        * the Company’s existing three utility-scale baseload generation projects in Botswana,
          Mozambique and Tanzania (c. 900 MW in aggregate) on the basis of the planned
          transformation of these into renewable/clean energy projects as discussed above.

Kibo will retain the remainder of its project portfolio, which includes:
       * exclusive rights to long-term energy storage technology and solutions via the Enerox GmbH
         (‘CellCube’) Framework Agreement (‘FA’) and associated LDES projects;
       * majority interest in National Broadband Solutions (‘NBS’), which has the exclusive right to
         a portfolio of long-duration energy storage projects in South Africa (RNSs dated 30 May
         2022 and 7 July 2022);
       * 61.27% interest in Mast Energy Developments PLC; and
       * 21% interest in Katoro Gold PLC, amongst others.

Kibo’s current waste-to-energy and biofuel portfolio comprise a substantial set of diversified projects
that are all in an advanced stage of development (all at bankable feasibility level), with significant
inherent value. This will provide USE with a robust and well-developed IPO portfolio that can be
advanced to financial close and, ultimately, into production and revenue generation within 18 months
from IPO. Kibo expects that the utility-scale projects could reach the same status within 18 to 24
months thereafter, if the current commercial scale test work demonstrates positive results. This
commercial scale testing follows on from the completion of positive bench-testing work. Post IPO,
USE will also benefit from the strategic technical support, services and capabilities that will remain
in the Kibo portfolio. Kibo will in turn unlock significant shareholder value via the IPO and also add
another significant potential revenue stream to its continuously increasing number of current and
future diversified revenue streams.

Background to Renewable/Clean Energy
The move for renewable/clean energy is spearheaded by the United Nations’ Sustainable
Development Goals (‘UN SDGs’), specifically SDG 7, Ensure access to affordable, reliable,
sustainable and modern energy for all.* Fossil fuels, such as coal and gas, have long been used for
energy generation and are the largest contributor to global climate change, accounting for more than
75% of global greenhouse gas (‘GHG’) emissions and nearly 90% of carbon dioxide emissions.** In
their commitments to the UN SDGs, specifically reversing the impacts of climate change, reducing
emissions by almost half by 2030 and reaching net zero by 2050, countries across the world, including
the UK, are seeking to end their reliance on fossil fuels and invest in alternative sources of energy
that are sustainable, clean, accessible and affordable. In South Africa, there is also an increased
demand for private electricity generation where the state utility, Eskom, is unable to meet this
demand.

This announcement contains inside information as stipulated under the Market Abuse Regulations
(EU) no. 596/2014.

Notes:
*https://sdgs.un.org/goals/goal7
** https://www.un.org/en/climatechange/raising-ambition/renewable-energy

                                             **ENDS**

For further information please visit www.kibo.energy or contact:

Louis Coetzee     info@kibo.energy                Kibo Energy PLC              Chief Executive Officer

Andreas Lianos    +357 99 53 1107                 River Group                  JSE Corporate and Designated Adviser
 
Claire Noyce      +44 (0) 20 3764 2341            Hybridan LLP                 Joint Broker

Damon Heath       +44 207 186 9952                Shard Capital Partners LLP   Joint Broker

Bhavesh Patel /   +44 20 3440 6800                RFC Ambrian Ltd              NOMAD on AIM
Stephen Allen

 Zainab Slemang    Zainab@lifacommunications.com   Lifa Communications          Investor and Media Relations
 van Rijmenant                                                                  Consultant



Johannesburg
29 September 2022
Corporate and Designated Adviser
River Group

Date: 29-09-2022 08:00:00
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