TIDMEQT
RNS Number : 3103G
EQTEC PLC
29 March 2022
Prior to publication, the information contained within this
announcement was deemed by the Company to constitute inside
information as defined in Article 7 of the Market Abuse Regulation
EU No. 596/2014, as retained and applicable in the UK pursuant to
the European Union (Withdrawal) Act 2018 (as amended). With the
publication of this announcement, this information is now
considered to be in the public domain.
29 March 2022
EQTEC plc
("EQTEC" or the "Company")
New unsecured loan facility of up to GBP10 million
EQTEC plc (AIM: EQT), a world-leading technology innovation
company enabling the Net Zero Future through advanced solutions for
hydrogen, biofuels, SNG and other energy production, announces that
it has entered into arrangements in respect of the provision of a
new unsecured loan facility for up to GBP10 million (the "Loan
Facility") with an initial advance of GBP5 million to be received
by the Company on 29 March 2022 (the "Initial Advance").
Highlights
-- New unsecured loan facility of up to GBP10 million to be
provided by Riverfort Global Opportunities PCC Limited and YA II
PN, Ltd (together, the "Lenders").
-- The Loan Facility may be drawn down in multiple instalments,
subject to the mutual agreement of the parties and the satisfaction
of certain conditions precedent.
-- The Initial Advance of GBP5 million is to be paid to the
Company on 29 March 2022, with any further advances to be agreed
between the Lenders and the Company at the relevant time.
-- The Initial Advance will be repaid on a monthly basis
commencing 5 months after receipt of the advance by the Company and
have a final maturity date of 12 months.
-- The Company will pay a fixed interest coupon to the Lenders
on a quarterly basis calculated as 7.5% of the value of each
advance of the Loan Facility.
-- The Company and the Lenders have also entered into a
performance agreement pursuant to which the Company may pay a
performance fee to the Lenders if the share price of the Company
significantly increases whilst the facility is in place. The
requirement to make any payments under the performance agreement
will only come into effect 90 days following the entering into of
the Loan Facility, should the loan not be repaid within 90
days.
-- The Company will use the proceeds of the Loan Facility to
fund further growth and development activities in its key markets,
and for general working capital purposes.
Loan Facility
The Company has entered into a loan agreement with the Lenders
for the provision of an unsecured loan facility of up to GBP10
million. The Loan Facility may be drawn down in multiple
instalments with the Initial Advance being received on 29 March
2022.
Each instalment of the Loan Facility will have a maturity date
of 12 months from the date of advance with repayments of principal
made on a monthly basis, as set out in a closing statement to be
agreed at the time of each advance. The Loan Facility will accrue a
fixed interest coupon equivalent to 7.5% of the Initial Advance and
of any further advance, payable on a quarterly basis.
Instalments of the Loan Facility subsequent to the Initial
Advance are not committed and would only be advanced to the Company
in the event that the Lenders and the Company agree in writing and
upon the satisfaction of certain conditions precedent. The Loan
Agreement has a commitment period of 18 months.
The Company and the Lenders may mutually agree that the Company
satisfies any payment of the amounts due under the Loan Agreement
by the issue of ordinary shares of EUR0.001 each in the capital of
the Company ("Ordinary Shares") at a reference price of the average
daily VWAP for each of the five consecutive trading days preceding
the drawdown date of of each advance of the Facility (the
"Reference Price"). If such settlement is agreed by the parties,
the value of Ordinary Shares the Lenders will receive at the
Reference Price will be 115% of the amount of the Loan Facility
being settled in lieu of repayment of the debt.
The Company may elect to redeem the Loan Facility early by
repaying all outstanding principal and interest together with an
early repayment fee of 5% of the outstanding principal at the date
of repayment. If the Company elects to repay the Loan Facility
early, the Lenders may elect to subscribe up to 20% of the
outstanding amount in Ordinary Shares, at the Reference Price. In
addition, if the Company completes an equity placing whilst the
facility is in place, the Lenders may elect to convert up to 20% of
the outstanding amount of the Facility into Ordinary Shares in the
Company at the price at which such shares are issued pursuant to
the placing and multiplying the resulting number by 1.1.
The Company will receive net approximately GBP4,750,000 from the
Initial Advance following the deduction of a commitment fee of 2.5%
of the aggregate amount of the Loan Facility, being GBP10
million.
The Company will use the proceeds of the Loan Facility to fund
further growth and development activities in its key markets, and
for general working capital purposes.
Performance Agreement
In consideration of the Lenders providing the Loan Facility to
the Company, the parties have entered into the Performance
Agreement pursuant to which the Company, should the loan not be
repaid within 90 days, has agreed to pay the Lenders a performance
fee in the event the market price of the Ordinary Shares exceeds
each benchmark share price for five consecutive trading days as
follows:
Benchmark share Performance fees payable (cumulative)
price
1.88p 3.13% of aggregate amount of the Loan
Facility
--------------------------------------
2.25p 6.25% of aggregate amount of the Loan
Facility
--------------------------------------
2.63p 9.38% of aggregate amount of the Loan
Facility
--------------------------------------
3.00p 12.50% of aggregate amount of the
Loan Facility
--------------------------------------
The Company, at its sole discretion, can elect to redeem the
Loan Facility in full at any time. A performance fee will only be
payable in the event the Loan Facility has not been repaid by the
Company in full within 90 days following the date of the Loan
Agreement (the "Effective Date"). In addition, a further commitment
fee of 2.5% of the commitment amount will also be payable on the
Effective Date, in the event that the Loan Facility has not been
repaid in full by that date. A performance fee is only payable upon
the first instance of a share price benchmark being achieved.
The Company has the right, at its sole discretion, to elect to
satisfy any performance fee payment by the issue of Ordinary Shares
at a price of 1.07p per share.
The Performance Agreement will automatically expire on the later
of the first anniversary of the date of the agreement and the date
of repayment of the Loan Facility.
ENQUIRIES
EQTEC plc +44 203 883 7009
David Palumbo / Nauman Babar
-----------------------
Strand Hanson - Nomad & Financial Adviser +44 20 7409 3494
-----------------------
James Harris / James Dance
-----------------------
Arden Partners - Joint Broker +44 20 7614 5900
-----------------------
Paul Shackleton (Corporate) / Simon Johnson
(Sales)
-----------------------
Canaccord Genuity - Joint Broker +44 20 7523 8000
-----------------------
Henry Fitzgerald-O'Connor / James Asensio
/ Patrick Dolaghan
-----------------------
Alma PR - Financial Media & Investor Relations +44 20 3405 0205
-----------------------
Josh Royston / Sam Modlin / Matthew Young EQTEC@almapr.co.uk
-----------------------
+44 7554 014 188 / +44
BECG - General Media Enquiries 7867 452 269
-----------------------
Carrie Lowe / Tom Gosschalk EQTEC@BECG.com
-----------------------
About EQTEC plc
As one of the world's most experienced gasification technology
and engineering companies, with a growing track record of
delivering operational and commercial success for transforming
waste-to-energy through best-in-class technology innovation,
engineering and project development , EQTEC brings together design
innovation, project delivery discipline and solid commercial
experience to add momentum to the global energy transition. EQTEC's
proven, proprietary and patented technology is at the centre of
clean energy projects, sourcing local waste, championing local
businesses, creating local jobs and supporting the transition to
localised, decentralised and resilient energy systems.
EQTEC designs, supplies and builds advanced gasification
facilities in the UK, EU and US, with highly efficient equipment
that is modular and scalable from 1MW to 30MW. EQTEC's versatile
solutions process over 50 varieties of feedstock, including
forestry wood waste, vegetation and other agricultural waste from
farmers, industrial waste and sludge from factories and municipal
waste, all with no hazardous or toxic emissions . EQTEC's solutions
produce a pure, high-quality synthesis gas ("syngas") that can be
used for the widest range of applications, including the generation
of electricity and heat, production of synthetic natural gas
(through methanation) or biofuels (through Fischer-Tropsch,
gas-to-liquid processing) and reforming of hydrogen.
EQTEC's technology integration capabilities enable the Group to
lead collaborative ecosystems of qualified partners and to build
sustainable waste reduction and green energy infrastructure around
the world.
The Company is quoted on AIM (ticker: EQT) and the London Stock
Exchange has awarded EQTEC the Green Economy Mark, which recognises
listed companies with 50% or more of revenues from
environmental/green solutions.
Further information on the Company can be found at www.eqtec.com
.
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