TIDMLION
RNS Number : 3010C
Lionsgold Limited
18 January 2018
Lionsgold Limited
("Lionsgold", "LION" or the "Company")
Proposed Investment Securing Goldbloc Banking Platform
Lionsgold (LON: LION), the AIM quoted company focused on the
exploration, production and retail application of physical gold,
including the development of the Goldbloc digital currency,
announces that it has entered into a Binding Heads of Agreement
("BHA") for an investment into global banking and compliance
platform provider, Railsbank Technology Limited ("Railsbank").
Highlights:
-- Lionsgold plans to invest GBP1.25 million from existing funds
in Railsbank for a 12.5% equity stake, on a fully diluted basis
following completion of Railsbank's current funding round.
-- The BHA is binding on Railsbank and Lionsgold has an
exclusive 30 day period within which to complete its due diligence
and decide to proceed with the subscription.
-- Demonstrating management's belief in the viability and
potential value of Railsbank and its underlying technology,
concurrently with Lionsgold, LION CEO Cameron Parry plans to
co-invest GBP125,000 in Railsbank for 1.25% on the same terms as
the Company and TRAC Technology CEO Ralph Hazell plans to co-invest
GBP50,000 in Railsbank for a 0.5% equity stake.
-- Subject to Lionsgold choosing to proceed, Lionsgold (or its
subsidiary nominee) to have exclusive access to Railsbank's banking
platform in relation to deposits connected with physical gold or
gold derivatives, for a period of three years.
-- Upon deal completion, Lionsgold shall appoint a director to the board of Railsbank.
-- In addition to securing the exclusive use of Railsbank's
platform for Goldbloc, the Board believes there is significant
upside potential to the equity component and it has been agreed
that Lionsgold will be entitled to pre-emption rights in relation
to any new issue of shares by Railsbank for such time as LION is
interested in 10% or more of Railsbank's shares.
Lionsgold Chief Executive Officer, Cameron Parry, commented:
"Obtaining a strategic holding in Railsbank, subject to Lionsgold
deciding to proceed following due diligence, and the protection of
exclusive rights to Railsbank's technology platform, was a key
strategy and priority for LION to achieve this quarter for Goldbloc
and we are delighted to have concluded this binding agreement well
within schedule. Furthermore, following the recent financing and
extensive warrant conversions the Company has the financial
resources to fund the investment in Railsbank from existing
cash.
"We are in the final stages of Goldbloc's development. As
announced on 11 December 2017, the full commercial Goldbloc product
offering, with physical debit card(s) attached to the Goldbloc
holder's bank account, is scheduled to be available from Q2
2018.
"We now move into this final development phase with our
underlying technology platform secured and able to be exclusively
accessed. Further announcements will be made in the lead up to the
launch of Goldbloc to the public and we look forward to updating
shareholders over the coming weeks in this regard."
Terms of the Binding Heads of Agreement
Lionsgold and Railsbank entered into a binding heads of terms on
18 January 2018. Under the BHA Lionsgold plans to invest GBP1.25
million for 128,640 new ordinary shares in Railsbank, representing
a 12.5% equity stake on a fully diluted basis following completion
of Railsbank's current funding round.
Lionsgold has an exclusive 30 day due diligence period and
subject to LION deciding to complete the subscription, the Company
will have five business days to make payment.
Upon deal completion, Lionsgold shall appoint a director to the
board of Railsbank and as part of the cornerstone investment,
Lionsgold (or its subsidiary nominee) shall be granted the
exclusive rights to access Railsbank's banking platform in relation
to deposits connected with physical gold or gold derivitives, for a
period of three years from date of subscription completion.
Following the completion of this funding round conducted by
Railsbank, Lionsgold shall be entitled to pre-emption rights in
relation to any new issue of shares by Railsbank. for such time as
LION is interested in 10% or more of Railsbank's shares. Railsbank
reported a loss before tax of GBP440,454 for the financial year
ended 31 March 2017.
Concurrently with Lionsgold completing an investment, LION CEO
Cameron Parry, Global Strategy Consultant, Alan Davies and TRAC
Technology CEO, Ralph Hazell plan to co-invest GBP125,000,
GBP125,000 and GBP50,000 respectively in Railsbank, for equity
stakes of 1.25%, 1.25% and 0.5% respectively, on the same terms as
the Company.
About Railsbank
Railsbank is a banking and compliance platform which connects a
global network of partner banks with companies who want API
(Application Programmer Interface) access to global banking.
Railsbank simplifies on-boarding companies to its banking
partners, then gives access via the Railsbank API to banking
services such as creating digital ledgers, connecting digital
ledgers to real bank accounts, issuing IBANs for ledgers, receiving
money, sending money, converting money (FX), collecting money
(direct debit), issuing cards, and managing credit.
www.railsbank.com
About Goldbloc
Goldbloc is the culmination of ongoing work by Lionsgold and its
majority owned fintech subsidiary, The Real Asset Company ("TRAC")
evolving the original TRAC product offering available via
www.therealasset.co.uk. The Real Asset Company enables individuals
to buy gold and silver bullion securely and efficiently. The
user-friendly platform sits on top of global vaulting
infrastructure, providing an online account for buying gold and
silver and holding precious metals.
Goldbloc, provides the safety and tangibile value of gold to be
utilised with the certainty and convenience of everyday banking.
Goldbloc's unique proposition and competitive advantage is the
ability to provide a bank account and debit card linked to an
individual's physical gold.
Goldbloc is a breakthrough digital currencty that enables
physical gold (each Goldbloc being 1/1,000(th) of a gram of gold)
to be transferred and received via the global banking system.
www.goldbloc.com
Enquiries:
Lionsgold Limited Tel: +44 (0)20 3778 0578
Cameron Parry (Chief Executive Officer)
WH Ireland Limited (Nominated Adviser) Tel: +44 (0)113 394 6600
Tim Feather/Ed Allsopp
Smaller Company Capital Limited (Joint Broker) Tel: +44 (0)20 3651 2911
Rupert Williams / Jeremy Woodgate
Beaufort Securities Limited (Joint Broker) Tel: +44 (0)20 7382 8300
Elliot Hance
Tavistock (Financial PR) Tel: +44 (0) 20 7920 3150
Edward Lee
About LIONSGOLD Limited (LON: LION)
Lionsgold is a London Stock Exchange AIM market quoted,
gold-focused company involved in the exploration, production and
retail application of physical gold, with gold assets in India and
Finland and a majority owned financial technology company
developing the digital gold currency, Goldbloc.
Lionsgold's three core focuses are:
-- Strategic partnership with leading India gold exploration and
mine development company, Geomysore, in which Lionsgold holds
21.15%;
-- Majority ownership of a financial technology platform
providing online accounts for people to hold and utilise physical
gold (www.goldbloc.com / www.indexgold.com /
www.therealasset.co.uk); and
-- Gold exploration and production in Central Eastern Finland.
This information is provided by RNS
The company news service from the London Stock Exchange
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