Invinity Energy Systems PLC Conditional Agreement to Repay Loan Facility (7444R)
March 03 2023 - 2:00AM
UK Regulatory
TIDMIES
RNS Number : 7444R
Invinity Energy Systems PLC
03 March 2023
The information contained within this Announcement is deemed by
Invinity Energy Systems plc to constitute inside information as
stipulated under the Market Abuse Regulation (EU) No. 596/2014 as
it forms part of UK law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR").
3 March 2023
Invinity Energy Systems plc
("Invinity" or the "Company")
Conditional Agreement to Repay Convertible Loan Facility
Invinity Energy Systems plc (AIM: IES) (AQSE: IES) (OTCQX:
IESVF), a leading global manufacturer of utility-grade energy
storage , is pleased to announce that it has entered into a
prepayment agreement ("Repayment Agreement") to repay the
outstanding drawn amount of the convertible loan facility (the
"Facility") with RiverFort Global Opportunities PCC Ltd and YA II
PN Ltd. (together the "Noteholders") which was announced on 14
December 2022.
Under the terms of the Facility, an initial amount of
US$2,500,000 ("Initial Advance") was drawn of which US$2,081,075.32
remains outstanding ("Outstanding Drawn Amount"). Under the
Repayment Agreement, the Noteholders have agreed that the
restrictions for prepaying the Initial Advance (as set out in the
announcement of the Facility on 14 December 2022) will not apply
and in accordance with the Facility the Company has agreed to
settle the Outstanding Drawn Amount together with the redemption
premium of 10% (US$208,107.53) (the "Redemption Premium"). The
repayment of the Outstanding Drawn Amount and the Redemption
Premium is conditional on the completion of the Placing and Open
Offer. In the meantime the Noteholders have agreed that they will
not issue any further conversion notices.
Pursuant to the Facility, on 14 December 2022 the Noteholders
were granted warrants exercisable at 67.35p to subscribe for
1,350,020 ordinary shares for a period of up to four years (the
"Existing Warrants"). In accordance with the terms of the warrant
instrument, the Company is required to amend the exercise price of
these warrants to 32p, being the issue price of the recently
announced Placing and Open Offer. In consideration of the
Noteholders undertakings pursuant to the Repayment Agreement, the
Company has, conditional on the completion of the Placing and Open
Offer, agreed to grant a further 449,980 warrants at an exercise
price of 32p which will expire on 14 December 2026 (being the same
date as the Existing Warrants).
As part of the Facility, 2,700,038 ordinary shares were issued
to the Noteholders (the "Initial Shares") to effect initial
conversions relating to the Initial Advance. To the extent that the
Noteholders still held Initial Shares after the Facility had been
repaid in full, the shares would be sold by the Noteholders with
the relevant net proceeds remitted to the Company. As at the date
of this announcement 1,779,640 of the Initial Shares are remaining
and held by the Noteholders. So as to ensure an orderly market, the
Company and the Noteholders have agreed that for a period of 24
months from the date of the Repayment Agreement these remaining
shares may only be sold following instruction from the Company,
since 97% of the net proceeds are to be remitted to the
Company.
In its announcement of 22 February 2023 the Company set out that
a minimum Placing of GBP16 million was sufficient to satisfy the
Company's working capital requirements through to the end of H1
2024. On 23 February 2023 the Company announced that the Placing
was oversubscribed and subsequently increased to GBP19 million. The
Company is therefore comfortable that the additional GBP3 million
to be received in the Placing combined with the GBP2.5 million
Subscription, the Company's existing cash resources and any
proceeds from the Open Offer provide the Company with a robust
working capital position. Accordingly, the Company believes it is
in shareholders' best interests to commit a proportion of its
existing cash resources to the repayment of the Facility as
described above. The Company will not however release these funds
until completion of the Placing and Open Offer.
By way of a break fee to the Noteholders, should the Placing and
Open Offer not complete by 30 April 2023, the Company has agreed
that the Redemption Premium will still be payable but in shares at
a price equivalent to the average daily VWAP in the 5 days prior to
30 April 2023.
Jonathan Marren, Chief Development Officer and Interim CFO at
Invinity said:
"Entering into the Facility in December 2022 supported the
significant order backlog and considerable near-term commercial
interest Invinity has attracted. This Facility has been an
important bridge to the recently announced equity funding through
the Placing, Open Offer and strategic investment. We look forward
to repaying the Facility and convey our appreciation to Riverfort
and YA for assisting Invinity during this period."
Enquiries :
Invinity Energy Systems plc +44 (0)20 4551 0361
Jonathan Marren, Chief Development Officer and
Interim CFO
Joe Worthington, Director of Communications
Canaccord Genuity (Nominated Adviser and Joint +44 (0) 20 7523
Broker) 8000
Henry Fitzgerald-O'Connor / Harry Pardoe / Gordon
Hamilton
VSA Capital (Financial Adviser and Joint Broker) +44 (0)20 3005 5000
Andrew Monk / Simon Barton
EAS Advisors LLC (US Corporate Advisor) +1 (646) 495 2225
Matthew Bonner / Chris Chesworth
Notes to Editors
Invinity Energy Systems plc (AIM: IES) (AQSE: IES) (OTCQX:
IESVF) manufactures vanadium flow batteries for large-scale,
high-throughput energy storage requirements of business, industry
and electrical networks.
Invinity's factory-built flow batteries run continually with no
degradation for over 25 years, making them suitable for the most
demanding applications in renewable energy production. Energy
storage systems based on Invinity's batteries are safe, reliable,
and economical, and range in size from less than 250 kilowatt-hours
to tens of megawatt-hours.
Invinity was created in April 2020 through the merger of two
flow battery industry leaders: redT energy plc and Avalon Battery
Corporation. With over 65 MWh of systems already deployed or
contracted for delivery across over 70 sites in 15 countries,
Invinity is active in all major global energy storage markets and
has operations in the UK, Canada, USA, China and Australia.
Invinity Energy Systems plc is listed in the UK on AIM and AQSE and
trades in the USA on OTCQX.
To find out more, visit invinity.com or call Investor Relations
on +44 (0)204 551 0361.
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.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCSSIEFEEDSEID
(END) Dow Jones Newswires
March 03, 2023 02:00 ET (07:00 GMT)
Invinity Energy Systems (LSE:IES)
Historical Stock Chart
From Jul 2024 to Aug 2024
Invinity Energy Systems (LSE:IES)
Historical Stock Chart
From Aug 2023 to Aug 2024