TIDMHER
RNS Number : 1491I
Herencia Resources PLC
06 August 2019
The following amendments have been made to the ' US$300,000 loan
facility and Company Update' announcement released on 01/08/2019 at
10:50 under RNS No 5666H
Under section Ongoing Financial Support, at the end of the third
paragraph the Company has added "Shares from the current Term
Sheets of US$300,000 and past Term Sheets with the same conditions
will not be issued until the Company is out of suspension".
Under section Related Party Approval, the Company has added "As
Lind Partners and Oriental Darius are substantial shareholders, the
agreement with them is a Related Party Transaction under AIM Rule
13 to the AIM Rules for Companies. The directors of the Company,
having consulted with Bishop & Sewell LLP in London and not
consulted with its former NOMAD,"
All other details remain unchanged.
The full amended text is shown below.
Herencia Resources plc
("Herencia" or the "Company"
US$300,000 loan facility and Company Update
Herencia Resources Plc (AIM: HER), the multi-commodity resources
company with a primary focus on developing its high-quality copper
and gold exploration projects in Chile, announces your Company has
entered into a US$300,000 senior secured loan facility with
Australian Special Opportunity Fund ("Lind Partners") and Oriental
Darius Co. Ltd ("Oriental") as well as providing an update on the
Company's progress.
As announced on Tuesday 30(th) July, WH Ireland Limited has
resigned as Nominated Adviser (Nomad) and Joint Broker to the
Company with immediate effect.
Ongoing Financial Support
The Company has received a financial loan facility from its
major shareholders of US$300,000, reflecting the ongoing financial
support of its two major shareholders for over two years. Such
financial assistance is not unusual and has been the only capital
support.
The facility will be provided to the Company by the Shareholders
by way of a secured convertible facility with a face value of
$360,000 ("Face Value"), the agreed amount to be repaid by the
Company over the 12-month term of the agreement. It is also
intended that the convertible security will have the same
conditions as announced on 5th April 2016. Herencia (AIM: HER)
announces that Lind Partners and Oriental may each exercise its
right to convert;
US$150,000 of convertible loan notes with a face value of
US$180,000 into shares at an exercise price of "The Next Placement
Price" ("Conversion"). Pursuant to the Conversion at a later date,
new ordinary shares of "The Next Placement Price" each ("Ordinary
Shares"), will be admitted to trading on AIM. Shares from the
current Term Sheets of US$300,000 and past Term Sheets with the
same conditions will not be issued until the Company is out of
suspension.
The company entered into this loan facility in order to
immediately settle a "Windup Order" from its former Nomad, WH
Ireland for GBP83,447.42, which was settled in full on 11 July
2019.
The delay in release of the RNS for the loan facility is due to
the company not been able to reach an agreement with our former
Nomad on the language of the RNS and the WH Ireland Limited
resignation.
Notification of Lind Partners Interest
If Lind Partners convert to New Ordinary Shares under the
current conditions, Lind will hold 2,519,392,831 Ordinary Shares
representing 23.12% of the issued share capital of the Company.
In addition, the Company has agreed with the Takeover Panel that
Lind is acting in concert with the following individuals/entities,
who were introduced by Lind at the placement on 27 April 2017 and
hold 207,261,111 Ordinary Shares;
1. Mr. John Hancock;
2. Mr Martin Rogers, and
3. Abundance Partners LP .
(together, with Lind, the "Concert Party")
The Concert Party now have a total interest in 2,726,652,942
Ordinary Shares, representing 24.66% of the issued share capital of
the Company.
As set out on 19 October 2016, if Lind Partners was to convert
all its convertible interests in the Company, then in addition to
its current shareholding it will hold 6,144,291,573 Ordinary Shares
representing 32.24% of the total issued share capital of the
Company and, with the Concert Party 33.36% of the issued share
capital of the Company.
Notification of Oriental Interest
If Oriental convert to New Ordinary Shares under the current
conditions, Oriental will hold 2,371,298,341 Ordinary Shares,
representing approximately 21.45% of the Company's enlarged issue
share capital.
As set out on 19 October 2016, if Oriental was to convert all
its convertible interests in the Company, including those interests
set out in this announcement, then in addition to its current
shareholding it will hold 5,788,935,972 Ordinary Shares
representing 31.43% of the total issued share capital of the
Company.
Related Party Approval
As Lind Partners and Oriental Darius are substantial
shareholders, the agreement with them is a Related Party
Transaction under AIM Rule 13 to the AIM Rules for Companies. The
directors of the Company, having consulted with Bishop & Sewell
LLP in London and not consulted with its former NOMAD, consider
that the terms of the agreement with Lind Partners and Oriental is
fair and reasonable insofar as its shareholders are concerned.
Working Capital
The company has sufficient working capital to meet its cashflow
obligations until 30 September 2019. The company will raise capital
in September 2019. The Company's shares remain suspended.
31 December 2018 Financial Statements
The Company will release its 31 December 2018 accounts in the
coming 10 days. The Company's new auditors, Crowe LLP are in the
process of completing the audit. Herencia's Chile accountants will
provide the London auditors with the final data this week.
Appointment of new London-based Director
Following the appointment of the Company's new Nomad, Herencia
will appoint a London-based Director. The new Nomad will need to
undertake the AIM clearances for the new Director.
General Meeting and Share Consolidation
A General Meeting of shareholders will be called in the coming
months to approve the 2018 financial statements and to approve a
consolidation of the Company's share capital.
Exploration Assets
The Company continues the search for further copper and gold
projects. It intends to undertake further exploration activity in
Chile in 2019.
Carl Dumbrell, CEO commented:
"We thank all of our shareholders for their ongoing support. We
are pleased with the changes we have made to the Company over the
last 12 months and believe these changes will lead to the long-
term success of your investment."
**ENDS**
For further information please
contact:
Jeff Williams, Herencia Resources
plc +61 418 594 324
Carl Dumbrell, Herencia Resources
plc
David Little, Herencia Resources +61 402 277 282
plc +44 207 631 4141
Camilla Horsfall, Blytheweigh
(Financial PR) +44 207 138 3224
Andrew Raca, VSA Capital (Broker) +44 203 005 5004
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCUNVVRKOAWRAR
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