TIDMEQT
RNS Number : 5235O
EQTEC PLC
01 June 2020
1 June 2020
EQTEC plc
("EQTEC", the "Company" or the "Group")
Reprofiling of existing Debt Facilities
EQTEC plc (AIM: EQT), the technology solution company for waste
gasification to energy projects, today announces it has reached
agreement to reprofile the payment obligations with its lenders,
resulting in, inter alia, the extension of the maturity dates to 30
June 2021 (the "Debt Reprofiling").
The Company currently has two major lenders, being Altair Group
Investment Ltd ("Altair") and the "Riverfort Lenders" (being,
collectively, Riverfort Global Opportunities PCC Ltd (formerly
Cuart Investments Fund) and YA II PN, Ltd). As part of the Debt
Reprofiling, Altair and the Riverfort Lenders have agreed to extend
the maturity date for their respective loans, as well as agreeing
to certain other changes to the commercial terms of such loans, as
detailed below.
Altair Loan Facility
As announced by the Company on 28 June 2019, the Company and
Altair agreed to amend and restate the secured loan facility
between the parties (the "Altair Loan Facility"). As at the close
of business on 31 May 2020, the outstanding principal under the
Altair Loan Facility was GBP860,000 and there was GBP96,370 of
accrued and unpaid interest. Interest accrued on the principal
amount of the loan at a rate of 12.5 per cent. per annum. The
outstanding principal and accrued interest were due to be repaid to
Altair on 31 July 2020 and the Company was also required to pay
Altair a redemption fee of 8 per cent. on the sum due for payment
(the "Altair Redemption Fee"). Altair had a right, at its sole
discretion, to convert the outstanding principal and interest , in
part or in full, at any time up to 31 July 2020 into new ordinary
shares of EUR0.001 each in the capital of the Company ("Ordinary
Shares") at a price of 0.66 pence per share. The Altair Redemption
Fee is not payable on any debt converted in this manner. However,
Altair can only elect to convert if such exercise would not trigger
an obligation under Rule 9 of the Irish Takeover Rules to make a
general offer for the balance of issued shares in the capital of
the Company.
On 1 June 2020, the Company and Altair entered into a deed of
amendment (the "Altair Deed of Amendment"), pursuant to which the
parties have amended the Altair Loan Facility as follows:
-- The outstanding principal and interest of GBP956,370 has been
consolidated into a new principal amount (the "Altair Loan").
-- As of 1 June 2020, interest accrues on the Altair Loan at a
rate of 10 per cent. per annum rather than 12.5 per cent. per
annum.
-- The repayment date of the Altair Loan has been extended from 31 July 2020 to 30 June 2021.
-- In the event of the conversion of the Altair Loan, the
conversion price shall be the higher of: (i) 0.375 pence per new
Ordinary Share; and (ii) a 10 per cent. discount to the volume
weighted average price of the Ordinary Shares on AIM ("VWAP") for
the ten trading days immediately preceding the delivery of a
conversion notice.
-- Any shares issued as product of the conversion of the Altair
Loan will be subject to a lock-in until 30 June 2021.
-- A reprofiling fee of GBP95,637 (being 10 per cent. of the
Altair Loan as at 31 May 2020) shall also be paid by the Company to
Altair on the maturity date of the loan. This is in addition to the
existing Altair Redemption Fee.
Save to the extent amended by the Altair Deed of Amendment, the
Altair Loan Facility remains on the terms previously announced,
with a balance of GBP1,083,882 available for draw down by the
Company and will remain secured by mortgage debentures, cross
guarantees and share pledges over EQTEC and its subsidiary
companies.
Riverfort Facility
On 5 July 2018, the Company announced that it had agreed a
secured loan facility of up to US$3.2 million, to be provided by
the Riverfort Lenders, as amended and announced on 3 October 2018
(increasing the amount available under the facility to up to US$10
million), 11 January 2019 (amending certain repayment terms) and 28
June 2019 (further amending certain repayment terms and dates and
agreeing to cost reduction measures) (the "Riverfort
Facility").
As at the close of business on 31 May 2020, there was
outstanding principal of US$1,582,993, plus US$183,779 of accrued
and unpaid interest thereon pursuant to the Riverfort Facility, for
a total outstanding amount of US$1,766,772 (approximately GBP1.4
million). Interest accrued on the principal amount of the loan at a
rate of 12.5 per cent. per annum. The outstanding principal and
accrued interest were due to be repaid to the Riverfort Lenders on
31 July 2020 and the Company was also required to pay the Riverfort
Lenders a redemption fee of 8 per cent. on the sum due for payment
(the "Riverfort Redemption Fee"). The Riverfort Lenders have the
right, subject to the occurrence of an event of default under the
Riverfort Facility, to convert the outstanding principal and
interest, in part or in full, at any time up to 31 July 2020 into
new Ordinary Shares at a price of 0.66 pence per share (the "Fixed
Price"). The Riverfort Redemption Fee is not payable on any debt
converted in this manner.
On 1 June 2020, the Company and the Riverfort Lenders entered
into a deed of variation (the "Riverfort Deed of Variation")
pursuant to which the parties have amended the Riverfort Facility
as follows:
-- The outstanding principal and interest of US$1,766,772 has
been consolidated into a new principal amount (the "Riverfort
Loan").
-- As of 1 June 2020, interest accrues on the Riverfort Loan at
a rate of 10 per cent. per annum rather than 12.5 per cent. per
annum.
-- The previous repayment date of the Riverfort Loan of 31 July 2020 has been varied as follows:
o US$100,000 (plus any Riverfort Redemption Fee payable) will be
paid to the Riverfort Lenders as soon as possible and, in any
event, no later than 30 June 2020; and
o US$555,000 (plus accrued interest and any Riverfort Redemption
Fee) will be repaid on 29 January 2021; and
o the remaining balance, being US$1,111,772 (plus accrued
interest and any Riverfort Redemption Fee) will be repaid on 30
June 2021.
-- Notwithstanding the above, if EQTEC closes a third-party
fundraising prior to any of the repayment dates, 20 per cent. of
the gross proceeds of such fundraising will be used to settle the
relevant portion of the instalment of the Riverfort Loan due on the
next repayment date (together with the interest that has accrued
thereon and remains unpaid and any Riverfort Redemption Fee),
subject to the payment being no more than $353,354.
-- A reprofiling fee of $176,677 (being 10 per cent. of the
Riverfort Loan as at 31 May 2020) shall also be paid by the Company
to the Riverfort Lenders as soon as possible and, in any event, by
30 November 2020. This is in addition to the existing Riverfort
Redemption Fee mentioned above.
Only on the occurrence of an event of default under the
Riverfort Facility is the Riverfort Loan convertible by the
Riverfort Lenders. In the event of the conversion of the Riverfort
Loan, the conversion price shall, at the election of the Riverfort
Lenders, be either: (i) the Fixed Price; or (ii) an amount equal to
90 per cent. of the lowest daily VWAP for the ten trading days
immediately preceding the conversion date.
Save to the extent amended by the Riverfort Deed of Variation,
the Riverfort Facility remains on the terms previously announced
and will remain secured by mortgage debentures, cross guarantees
and share pledges over EQTEC and its subsidiary companies.
Pursuant to the terms of the Riverfort Deed of Variation, the
Riverfort Lenders have agreed to surrender the existing warrants
granted to them by EQTEC over an aggregate of 114,646,452 Ordinary
Shares (at exercise prices of 1.19 pence per share for 81,296,134
Ordinary Shares and 1.57 pence per share for 33,350,318 Ordinary
Shares) in return for the grant by the Company of warrants over
191,000,000 Ordinary Shares (with warrants over 95,500,000 Ordinary
Shares to be granted to each Riverfort Lender). Such warrants will
be exercisable for a period of three years from the date of grant
at a price of 0.375 pence per share which is a 44% premium on the
closing price on Friday 29 May 2020 which was the last available
share price prior to the agreement between the parties being
finalised.
Related party transaction
Altair has an existing holding of 1,137,432,501 Ordinary Shares
in the Company representing 28.87 per cent. of the Company's issued
share capital and, as such, is a substantial shareholder as defined
in the AIM Rules for Companies ("AIM Rules"). As a result, entry
into the Altair Deed of Amendment is a related party transaction
pursuant to Rule 13 of the AIM Rules. Accordingly, the directors of
the Company, having consulted with the Company's Nominated Adviser,
Strand Hanson Limited, consider the terms of the Altair Deed of
Amendment to be fair and reasonable insofar as the Company's
shareholders are concerned.
This announcement contains inside information as defined in
Article 7 of the EU Market Abuse Regulation No 596/2014 and has
been announced in accordance with the Company's obligations under
Article 17 of that Regulation.
Enquiries
EQTEC plc +353 21 2409 056
David Palumbo / Gerry Madden
Strand Hanson - Nomad & Financial
Adviser +44 20 7409 3494
James Harris / James Dance / Jack
Botros
SI Capital Limited - Broker +44 1483 413 500
Nick Emerson / Jon Levinson
IFC Advisory - Financial PR & IR +44 20 3934 6630
Tim Metcalfe / Graham Herring / Zach
Cohen
Notes to Editors
About EQTEC plc
EQTEC is a technology partner with proven proprietary patented
technology for waste-to-value applications.
EQTEC designs and supplies advanced gasification solutions that
have a higher efficiency product offering and are modular and
scalable from 2MW to 30MW. Of particular importance is the
versatility of our solutions to process over 50 different types of
feedstock, including municipal waste, agricultural waste, biomass
and plastics. Our solutions produce a uniquely pure high-quality
synthesis gas (syngas), that is capable of being used for the
widest applications in energy and biofuels.
Proprietary technology design together with deployment and
maintenance capabilities mitigate the risks when using third party
equipment. Our Technology Integration capabilities enable us to
lead collaborative ecosystems that build sustainable, waste
elimination and green energy infrastructure.
The Company is quoted on AIM, bears the Green Economy Mark
awarded by the London Stock Exchange and trades as EQT. Further
information on the Company can be found at www.eqtecplc.com .
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
MSCUPUMAQUPUURG
(END) Dow Jones Newswires
June 01, 2020 05:00 ET (09:00 GMT)
Eqtec (LSE:EQT)
Historical Stock Chart
From Apr 2024 to May 2024
Eqtec (LSE:EQT)
Historical Stock Chart
From May 2023 to May 2024