Silverwood Brands PLC Investment via unsecured Convertible Loan Note (0226L)

TIDMSLWD

RNS Number : 0226L

Silverwood Brands PLC

11 May 2022

DATE: 11 May 2022

Silverwood Brands plc

("Silverwood" or the "Company")

Investment in Ginger Teleporter Limited via unsecured Convertible Loan Note

Silverwood Brands plc, an enterprise company established to invest primarily in branded consumer businesses, is pleased to announce that it has made an investment into Ginger Teleporter Limited ("Ginger"), a leading UK e--mobility company that is licensed to operate e-scooters and e-bikes in locations across England. This transaction is a minor investment by the Company while it is reviewing other opportunities to build a portfolio of consumer brands. Further information on the Company's progress and other opportunities will be provided in due course.

Information about Ginger

Ginger was formed to provide a micro-mobility solution for moving individual travellers over short distances in mid-sized towns and cities across the United Kingdom. The company was founded by an experienced team with decades of experience in high-growth sectors and extensive knowledge of the regulatory and local government frameworks that oversee the approvals of operators.

Since its launch in 2020, Ginger has successfully secured operating licences for a number of key locations across England. The Transport Secretary has recently stated that e-scooter regulation will be part of legislation announced in the upcoming Queen's Speech, marking an exciting step forward for full regulation of e-scooters and micromobility. This comes at a time when demand for clean, efficient alternatives for local transport continue to grow, with energy costs and security now added to the drivers for change.

Investment terms

The Company subscribed for an unsecured convertible loan note ("CLN") with Ginger for a total subscription of GBP200,000. The CLN has a term of two years and attracts interest at a rate of 15% per annum, which is payable in one lump-sum payment together with the principal at the end of the term of the CLN.

The CLN shall be convertible into new ordinary shares of Ginger at a price of GBP28.94 per ordinary share of Ginger (the "Conversion Price"). The CLN shall be convertible, in part or in full, at the option of Silverwood from the date of issuance until ten business days prior to the final repayment date, being 8 May 2024. Ginger has the option to require mandatory conversion of the CLN at the Conversion Price on certain agreed events set out in the CLN such as completion of a future equity fundraising or merger.

In addition, the director shareholders of Ginger (namely Paul Hodgins, Andrew Gerrie and Philippe von Stauffenberg) ("Ginger Significant Shareholders) have agreed to provide specific protections and return enhancements to Silverwood using their shares in Ginger.

The protections and enhancements will apply at the earlier of an Exit (defined as corporate action where the Ginger Significant Shareholders dispose all or most of their ordinary shares in Ginger) or 730 days after the date of issuance of the CLN (collectively a "Trigger Event").

These protections and enhancements are based on a minimum target valuation of at least two times the original investment within two years, below which the Ginger Significant Shareholders will sell additional shares from their holdings, up to the same number of converted shares pursuant to the CLN, to Silverwood at a nominal cost to boost the value of Silverwood's holding.

This investment constitutes a related party transaction under the AQSE Rules for Issuers, as both Paul Hodgins and Andrew Gerrie are directors of both Silverwood and Ginger. Therefore, both Paul Hodgins and Andrew Gerrie recused themselves from voting on the transaction.

For more information, please contact:

 
 Silverwood Brands plc 
 Andrew Gerrie                                 info@silverwoodbrands.com 
                                              -------------------------- 
 
 VSA Capital - AQSE Corporate Adviser and 
  Broker                                       +44(0)20 3005 5000 
                                              -------------------------- 
 Andrew Monk, CEO                              ipo@vsacapital.com 
  Andrew Raca, Head of Corporate Finance 
  Pascal Wiese, Associate Corporate Finance 
                                              --------------------------

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May 11, 2022 02:02 ET (06:02 GMT)

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