TIDMEUA
RNS Number : 6983F
Eurasia Mining PLC
19 May 2017
Eurasia Mining plc (AIM: EUA)
("Eurasia" or the "Company")
Up to US$ 2 million Loan Facility and Issue of Equity
Related Party Transaction
Transaction by a PDMR
Eurasia announces that it has entered into new funding
facilities for approximately US$ 2 million with three parties,
including its existing funding provider Sanderson Capital Partners
('Sanderson'), a consortium of investors arranged through London
based institution Riverfort Global Capital Ltd ('Riverfort')
including Cuart Growth Capital Fund I ('Cuart') and YA II PN
('YA'), and finally, a further investment from the Company's
non-executive director Dmitry Suschov
Highlights:
-- All obligations regarding a previous Sanderson loan (see RNS
dated 21 December 2016) have now been settled.
-- This comprehensive financing package of more than US$2
million has been designed to provide the Company with sufficient
working capital, and
-- integrated with cashflow from the Company's operating mine at
West Kytlim will allow the Company to carry out its 2017
objectives.
Christian Schaffalitzky, Managing Director said: 'We feel our
finances are now well arranged, especially in light of income from
production at our West Kytlim Mine this year, in 2018 and for its
projected 12-year life.'
Further details:
Sanderson Capital Partners financing
The loan agreement, entered into with Sanderson on 21 December
2016 (see RNS dated 21 December 2016) for a principal of GBP1
million has been repaid and a new facility comprising a principal
amount of GBP250,000 has now been arranged with Sanderson Capital
Partners Limited over a twelve-month term (the "Sanderson Loan
Agreement"). The Sanderson Loan agreement is interest fee and has a
repayment date of 12 May 2018
Eurasia has applied for immediate drawdown of the Sanderson
Loan, and accordingly a drawdown fee of 15%, and a 5% legal and
documentation fee for a total of GBP50,000 are now due. This is to
be satisfied by the issue of 10,526,316 ordinary shares at a price
of GBP0.00475.
Under the terms of the Sanderson Loan Agreement the loan must be
used for working capital purposes and Sanderson has the right (but
not the obligation) to convert all or part of the loan into
Ordinary Shares of the Company at a price of 0.475p per Ordinary
Share.
Loan Agreement arranged by Riverfort Global Capital
The Company has also executed a loan agreement with YA II PN
Limited, on behalf of a consortium of investors arranged by London
based Riverfort Global Capital Ltd for US$1,250,000, with a
repayment date of 15 May 2018 although this can be extended, by
mutual agreement, for a further 6 months for a fee of 6% of the
then outstanding principal (the "Riverfort Loan"). The loan
agreement was executed with YA as the lead investor with a
participation by Cuart Growth Capital Fund ('The Investors').
Eurasia has arranged for immediate drawdown of the whole
Riverfort Loan.
Interest applies on the loan at a rate of 14% although with a
three-month repayment holiday on both interest and principal. An
implementation fee of US$100,000 is immediately deductible from the
principal amount on transfer of funds.
The Investors may elect, at their discretion, to convert all or
part of the loan repayments (interest and principal) into shares in
the Company, at, the lower of a share price of GBP0.006 and, 90% of
the Company's lowest daily volume weighted average price('VWAP')
during the five days prior to conversion.
In addition, the agreement includes the issue of Warrants to YA
(and any affiliated party of YA), at 50% cover of the principal
amount, and at a 20% premium to the VWAP in the 30 days preceding
the agreement. Consequently the Company has today issued 80,749,333
warrants at an exercise price of GBP0.006 per warrant. The warrants
issued shall have a subscription period of three years.
Loan Agreement with Dmitry Suschov
The Company today has executed an agreement with Dmitry Suschov
for a convertible loan of up to US$500,000 (the "Suschov Loan
Agreement"). The Suschov Loan is convertible at any time into
Ordinary Shares in the Company, at a price of 0.475p per Ordinary
Share.
Under the terms of the Suschov Loan Agreement US$500,000 will be
immediately drawn down by the Company. Interest accrues on the
Suschov Loan at a rate of 15% which is to be satisfied by either
cash payments or the issue of equity at a price of 0.475p per
Ordinary Share.
In addition, Dmitry Suschov will be issued with a warrant to
subscribe, at any time for the next three years, for 10,000,000
Ordinary Shares in the Company at an exercise price of 1p, i.e.
217% of the current market share price.
Following this transaction, and assuming full conversion of the
loan and exercise of warrants, Dmitry Suschov would be interested
in 391,031,912 Ordinary Shares in the Company, representing 23.71%
of the issued share capital.
The directors of the Company consider, having consulted with the
Company's Nominated Adviser WH Ireland Limited, that the terms of
the transaction are fair and reasonable insofar as the shareholders
are concerned.
Issue of Equity
Following the execution of the Sanderson Loan Agreement, the
Company has today issued and allotted new shares in lieu of the
Sanderson drawdown and legal fees. The total number of shares
issued amounts to 10,526,316 at a share price of GBP0.00475
("Sanderson Shares").
Accordingly, application has been made for the Sanderson Shares
to be admitted to trading on AIM and Admission is expected to
become effective on 26 May 2017. The Sanderson Shares will rank
pari passu in all respects with the Company's existing Ordinary
Shares in issues.
Total Voting Rights
For the purposes of the Financial Conduct Authority's Disclosure
and Transparency Rules ("DTRs"), the issued ordinary share capital
of the Company following the allotment of the New Shares consists
of 1,543,050,489 Shares with voting rights attached (one vote per
Share). There are no Shares held in treasury. This total voting
rights figure may be used by shareholders as the denominator for
the calculations by which they will determine whether they are
required to notify their interests in, or a change to their
interest in, Eurasia under the DTRs.
Enquiries:
Eurasia Mining Plc
Christian Schaffalitzky/Michael de Villiers
+44 (0)207 932 0418
WH Ireland Limited
Katy Mitchell/Nick Prowting
+44 (0)161 832 2174
Beaufort Securities
Elliot Hance
+44 (0)207 382 8300
This announcement contains inside information for the purposes
of Article 7 of Regulation 596/2014.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Dmitry Suschov
2 Reason for the notification
a) Position/status Non-Executive Director
b) Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name Eurasia Mining plc
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of Ordinary Shares of 0.1 pence each
instrument
Identification code GB0003230421
b) Nature of the transaction Issue of Convertible Loan with potential to convert
into 105,263,157 Ordinary Shares
Issue of 10,000,000 Warrants Over Ordinary Shares
c) Price(s) and volume(s) Price(s) Volume(s)
1 pence 10,000,000
0.475p 105,263,157
Aggregated information
- Aggregated volume
d) - Price 115,263,157
e) Date of the transaction 19 May 2017
f) Place of the transaction London Stock Exchange, AIM
This information is provided by RNS
The company news service from the London Stock Exchange
END
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