TIDMMIL
RNS Number : 0194H
Myanmar Investments Intl Ltd
01 December 2020
This announcement contains inside information 1 December
2020
Myanmar Investments International Limited
Warrant Exercise Window
Myanmar Investments International Limited [AIM: MIL] ("MIL" or
the "Company"), the AIM-quoted Myanmar focused investment company,
today announces that the window for warrant holders to exercise all
or any of the warrants held by them is now open and will remain
open until 31 December 2020 (the "Exercise Window"). The terms
applicable to the Exercise Window reflect the terms of the Warrant
Instrument adopted on 21 May 2018 (the "Warrant Instrument"), a
copy of which can be found on the Company's website at
http://myanmarinvestments.com/shares-warrants-and-esops/.
Warrant holders are able to exercise their warrants during the
first calendar month of each Quarter (as defined in the Warrant
Instrument) until 31 December 2021 and the date of exercise for all
notices received during the Exercise Window will be 31 December
2020.
Cash exercise
In accordance with the terms of the Warrant Instrument, one new
ordinary share will be issued for each existing warrant together
with payment of the exercise price of US$0.90.
Cashless exercise
Based on the formula set out in the Warrant Instrument, warrant
holders who wish to exercise their warrants on a cashless basis
during the Exercise Window will receive one new ordinary share
("Ordinary Share") in exchange for every 48.57 warrants exercised.
This ratio is computed in accordance with Clause 4.2 of the Warrant
Instrument, as follows:
Data
Number of shares in issue before
A the Warrant exercise 38,097,037
B Higher of
* Directors' NAV(^) /share before the Warrant exercise $0.925
* VWAP(#) per share $0.568 $0.925
Warrants in issue before the Warrant
C exercise 14,128,387
Warrant proceeds (assuming all outstanding
D Warrants are exercised for cash) $12,715,548
Computations
(A * B)
E Theoretical ex-exercise Company value + D $47,991,012
E / (A
F Theoretical ex-exercise Company value/share + C) $0.919
Theoretical ex-exercise Shares in (A * B)
G issue / F 38,387,939
H Number of New Shares issued for Warrants G - A 290,902
I Ratio of New Shares to Warrants exercised H / C 0.02
Number of Warrants needed to be exercised
for 1 New Share 48.57
^ NAV is the net asset value in US Dollars per ordinary share as
determined by the Board as at 30 September 2020.
# VWAP is the volume weighted average sale price for the
ordinary shares traded on AIM during the Trading Days between
September and November 2020.
Warrant holders who wish to exercise their warrants either for
cash or on a cashless basis should deliver the appropriate
documentation to the Company in accordance with the requirements of
clause 4 of the warrant instrument to arrive on or before 31
December 2020.
Application will be made to the London Stock Exchange for the
admission of the Ordinary Shares issued on the exercise of the
warrants to trading on AIM, should such exercise occur in the
Exercise Window. It is anticipated that admission to trading of,
and dealings in, the Ordinary Shares issued pursuant to the
exercise of warrants in the Exercise Window, will commence on AIM
no later than 10 business days following the close of the Exercise
Window.
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulation (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
For further information please contact:
Nick Paris Michael Rudolf
Managing Director CFO
Myanmar Investments International Myanmar Investments International
Limited +95 (0) 1 387 947 Limited +95 (0) 1 387 947
nickparis@myanmarinvestments.com michaelrudolf@myanmarinvestments.com
Nominated Adviser Broker
Philip Secrett / Jamie Barklem William Marle / Giles Rolls
/ Seamus Fricker finnCap Ltd
Grant Thornton UK LLP +44 (0) 20 7220 0500
+44 (0) 20 7383 5100
For more information about MIL, please visit
www.myanmarinvestments.com
Notes to Editors
Myanmar Investments International Limited (AIM: MIL) was the
first Myanmar-focused investment company to be admitted to trading
on the AIM market of the London Stock Exchange. MIL was established
in 2013 with the intention of building long-term shareholder value
by proactively investing in a diversified portfolio of Myanmar
businesses that will benefit from the country's re-emergence and
ongoing economic development. The Company is led by an experienced
and entrepreneurial team who between them have considerable
industrial, corporate and financial management experience. At the
Annual General Meeting on 24 October 2019, the Company's
shareholders approved a change in the investment policy of the
Company to now seek to harvest the Company's investments over
time.
MIL's largest investment to-date at a cost of US$21 million is
in AP Towers, one of Myanmar's largest telecommunications towers
companies with approximately 3,245 towers. Apollo operates in the
high growth telecommunications sector with a strong management that
is growing the number of co-locations (i.e. multiple tenancies) on
its portfolio of towers. The re-financing Towers which is now
completed is expected to produce a more efficient and profitable
combined investment with greater prospects for an eventual
liquidity event for shareholders.
MIL's first investment in August 2014 was into Myanmar Finance
International Limited ("MFIL") which today is one of the leading
microfinance companies in Myanmar. Since MIL invested, MFIL's
business has expanded rapidly. The business is profitable with a
sustainable expansion plan for long-term growth. In November 2015,
the Norwegian Government's Norwegian Investment Fund for Developing
Countries ("Norfund"), the Norwegian development finance
institution, also became a 25 per cent shareholder in MFIL. MIL is
in the process of selling this investment. On 1 April 2020 MIL
announced that it has accepted an offer to sell its shareholding in
MFIL subject to the purchaser's AGM approving the purchase,
lender's consent, and Myanmar regulatory approval. Subsequent to
that announcement, the purchaser's AGM on 23(rd) April 2020 has
approved the transaction and the lenders have given their consent.
However, because of Covid-19 which, inter alia, has stopped all
commercial air travel between Myanmar and Thailand, little progress
has been made in obtaining regulatory approval. Assuming a level of
normalcy returns over the next few months we expect completion to
take place within the next 4 to 6 months.
On 28 November 2019, the Company announced that it had agreed to
dispose of its entire shareholding in Medicare International Health
& Beauty Pte. Ltd for US$1 million and this transaction
completed in December 2019.
Myanmar, a country of approximately 54 million people and
roughly the size of France, has been isolated for much of the last
50 years. Strategically situated in one of the world's most
economically dynamic regions amid the intersection of India, China
and South East Asia it is a key component of China's 'One Belt One
Road' strategy providing direct access to the Indian Ocean.
Whilst it was once one of the more prosperous countries in
Southeast Asia with an abundance of natural resources (oil, natural
gas, arable land, tourist attractions and a long coastline), it is
now one of the least developed countries in the world. However, it
has a number of competitive advantages: a population of 54 million
people (it is the 26th most populous country in the world); a large
workforce with a high literacy rate of 90 per cent; 68 per cent of
the population is of working age (between 15 and 65); and 28 per
cent of the population is under 24 which is expected to provide a
strengthening consumer demand. According to the IMF, Myanmar's GDP
growth rate is expected to be 6.8 per cent through to 2024.
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END
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