CloudTag Inc. Amendment to Funding Agreement (2375Q)
November 28 2016 - 2:00AM
UK Regulatory
TIDMCTAG
RNS Number : 2375Q
CloudTag Inc.
28 November 2016
28 November 2016
CloudTag Inc.
("CloudTag" or the "Company")
Amendment to Funding Agreement
CloudTag (CTAG:LN), the company that brings personal monitoring
to the wellbeing, fitness and digital health markets, is pleased to
announce that it has agreed to make certain amendments to the
agreements entered into with L1 Capital Global Opportunities Master
Fund ("L1") announced on 7 November 2016. The definitions used in
this announcement are taken from the Company's announcement dated 7
November 2016 and the Circular issued on 24 November 2016 unless
otherwise stated below.
L1 has agreed to waive the conditions set out in the Conditional
Subscription Agreements relating to the release of the Escrow
Amount and authorise payment of the Escrow Amount (amounting to
GBP637,500), net of nominal legal fees relating to this waiver, to
the Company.
Secondly, it was previously agreed that the date under which the
Tranche 2 Notes (being GBP2,000,000 nominal value) may be issued
("Second Closing Date") was 40 days following the issue of the
Tranche 1 Notes subject to the conditions set out in the agreements
as summarised in the announcement of 7 November 2016
("Conditions").
L1 has now agreed that the Second Closing Date shall be the date
on which the Company makes a public announcement via a Regulatory
Information Service in which it confirms that the shareholders of
the Company have authorised in full the increase in share capital
required in connection with the transaction contemplated with L1
(the "Contemplated Transactions") such that the Conditions are
satisfied. This amendment will only be effected if resolution 1, to
be put to shareholders at the Company's EGM on 12 December 2016, is
approved.
Further, in respect of the Second Closing, the parties have
agreed to split the Tranche 2 Notes into two equal parts with the
first part being issued on the Second Closing Date and the second
part, subject to not being later than the 90 calendar days after
the First Closing Date, to be issued following the giving of two
days written notice by the Company subject to the Conditions being
satisfied, save that certain of these conditions have been waived
by L1 in respect of the second part.
Other than as described above, there are no changes to the
previously announced funding arrangements.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
Enquiries
CloudTag Inc. +1 345 949 45 44
Amit Ben-Haim contact@cloudtag.com
Cairn Financial Advisers
LLP
(Nominated Adviser)
Tony Rawlinson, Jo Turner +44 (0) 20 7213 0880
This information is provided by RNS
The company news service from the London Stock Exchange
END
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