TIDMEDL
RNS Number : 4158G
Edenville Energy PLC
06 November 2018
6 November 2018
EDENVILLE ENERGY PLC
("Edenville" or the "Company")
Conditional Convertible Loan Facility
Edenville Energy plc (AIM: EDL), the company developing a coal
project in southwest Tanzania, is pleased to announce that it has
entered into a Conditional Convertible Funding Agreement (the
"Convertible Agreement") with an entity managed by the Lind
Partners, LLC ("Lind") to make up to US$2,750,000 available to the
Company for working capital and expansion purposes.
The Convertible Agreement splits the potential funds to be
received by the Company into two amounts: an initial US$750,000
loan (the "Initial Loan") that is to be provided immediately; and a
further loan of up to US$2,000,000 that may be drawn with mutual
agreement between the Company and Lind (the "Further Loan").
The net proceeds of the US$750,000 Initial Loan will be used by
the Company for:
-- the purchase of a second loader to load the pre-screen plant and coal delivery trucks;
-- the purchase of a second excavator to open up the new mining
area to the north of the current excavations;
-- the provision of further on-site trucks;
-- site lighting to allow 24 hour per day operation;
-- an additional spares package for the site plant and equipment
to reduce any delays in production; and
-- for general working capital purposes as the Company fulfils
existing and new coal purchase orders.
Convertible Agreement Summary
-- The maximum funds available to the Company under the
Convertible Agreement will be US$2,750,000;
-- The Initial Loan amount of US$750,000 is expected to be
received by the Company in mid-November and any further drawdowns
on the Further Loan will require mutual agreement;
-- The Initial Loan and any amounts drawn under the Further Loan
are secured against the assets of the Company by a debenture which
ranks in priority over other debts which may exist within the
Company. Further, subject to the Company obtaining in due course
the necessary Share allotment authorities, the aggregate value of
both the Initial Loan and the Further Loan will be secured against
36,000,000 ordinary shares of 0.02 pence each in the Company
("Shares"), which will be transferred or credited to the Company at
the end of the term;
-- The Face Value of the Initial Loan is US$900,000. Commencing
on 16 February 2019 the Company will repay the Face Value in
monthly instalments equal to 1/20 of the Face Value (US$45,000)
("Repayments"). At the Company's option every month the Repayments
may be made in: cash (at a 3% premium to Face Value); or in Shares
(priced at 90% of the average five day VWAP chosen by Lind during
the 20 days before issuance ("Repayment Price")); or a combination
of both;
-- Correspondingly the "Further Loan" of US$2,000,000 has a Face
Value of US$2,400,000 and would be repayable under the same terms
as the "Initial Loan" in monthly instalments equal to 1/20 of the
Face Value or in Shares, or a combination of both;
-- At its sole discretion the Company has the right to buy-back
the entire outstanding Face Value at any time at a 5% premium.
Should the Company exercise this right, Lind will have the option
to convert, subject to the Company having the necessary Share
allotment authorities, up to 25% of the Face Value into Shares at
the lesser of the Repayment Price or 0.29p per Share ("Conversion
Price") (being 130% of the 10 day VWAP immediately prior to the
Company entering into the Convertible Agreement);
-- The Company will pay Lind a commitment fee of US$37,500 from
the US$750,000 Initial Loan proceeds. Subject to the Company
obtaining the necessary authorities to allot Shares and convertible
securities, Lind will also receive options over 99,568,966 Shares
exercisable for four years at the 0.29p Conversion Price;
-- Lind has agreed not to hold more than 29.99% of the Company's issued Shares at any one time;
-- Lind, together with its affiliates, has agreed, during the
term of the Convertible Agreement, not to engage in short selling
of the Company's Shares; and
-- The Company has agreed to convene a General Meeting to be
held no later than 16 February 2019 to seek shareholder approval
for the allotment of the required Shares and convertible
securities. If shareholder approval is not received for the
allotment of the required Shares and convertible securities the
Company will repay an additional two monthly instalments of
US$45,000 at a 3% premium, for a total of 22 monthly instalments,
together with an immediate payment of US$45,000. A circular
convening the General Meeting will be sent to the Company's
shareholders in due course.
Commenting, Rufus Short, CEO of Edenville said, "We are pleased
to have secured this funding which will allow us to expand our coal
production activities and take further advantage of the demand for
our coal that we are currently experiencing. We have explored a
number of funding options and believe, of the options available,
the structure of the Convertible Agreement provides the Company
with the appropriate amount of flexibility to allow us to
accelerate our growth strategy."
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
For further information please contact:
Edenville Energy Plc
Jeff Malaihollo - Chairman
Rufus Short - CEO +44 (0) 20 3934 6630
Northland Capital Partners Limited
(Nominated Adviser and Broker)
David Hignell
Gerry Beaney
Jamie Spotswood +44 (0) 20 3861 6625
IFC Advisory
(Financial PR and IR)
Tim Metcalfe
Graham Herring
Heather Armstrong +44 (0) 20 3934 6630
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCGMMGMFKRGRZZ
(END) Dow Jones Newswires
November 06, 2018 02:00 ET (07:00 GMT)
Edenville Energy (LSE:EDL)
Historical Stock Chart
From Apr 2024 to May 2024
Edenville Energy (LSE:EDL)
Historical Stock Chart
From May 2023 to May 2024