Stratmin Global Resources PLC Issue of Convertible Loan Notes (8360U)
December 05 2013 - 9:31AM
UK Regulatory
TIDMSTGR
RNS Number : 8360U
Stratmin Global Resources PLC
05 December 2013
5 December 2013
Stratmin Global Resources Plc
('StratMin' or the 'Company')
Issue of Convertible Loan Notes
StratMin (AIM: STGR), the graphite production and exploration
company with assets in Madagascar, announces that it has entered
into a funding arrangement with Darwin Strategic Limited,
("Darwin") under which Stratmin will issue to Darwin GBP750,000 15
per cent senior secured convertible loan notes (the "Tranche One
Notes") and, subject to the agreement of both the Company and
Darwin to proceed with the same, will issue a further tranche of
GBP750,000 loan notes on the same terms as the Tranche One Notes,
for a potential aggregate subscription of up to GBP1,500,000.
The proceeds of the Tranche One Notes will be used by StratMin
to purchase and install further milling capacity at the Company's
Loharano plant in order to increase graphitic carbon content in
Stratmin's graphite to commercial grades of up to 90 per cent, and
for working capital as the Company works towards cashflow break
even.
Manoli Yannaghas, Managing Director of StratMin, said: "These
funds allow us to further develop the plant, which will increase
the value of the end product. The Darwin funding is a vote of
confidence in the ability of Stratmin to deliver a high grade
graphite product and the second tranche provides us with financial
flexibility as we move towards cashflow break even."
For further information please visit the Company's website
(www.stratminglobal.com) or contact:
StratMin Global Resources Plc +44 (0) 20 7467
Manoli Yannaghas (Managing Director) 1700
Peel Hunt LLP (Nomad & Broker) +44 (0) 20 7418
Matthew Armitt / Ross Allister 8900
Blythe Weigh Communications +44 (0) 20 7138
Tim Blythe / Halimah Hussain / Camilla Horsfall 3204
Details of the Convertible Notes
The aggregate senior secured convertible loan notes of up to
GBP1,500,000 are split into two tranches of GBP750,000 each and the
Tranche One Notes to be issued to Darwin today comprise the first
tranche under the subscription agreement.
The tranche two loan notes may be subscribed no earlier than six
months from today's date by mutual agreement between Darwin and
Stratmin. The subscription of the tranche two notes is conditional
on satisfaction of various conditions precedent including that the
directors of the Company have the requisite shareholder authority
to allot any ordinary shares to Darwin on conversion of the tranche
two loan notes.
The Tranche One Notes are required to be redeemed by the Company
(subject always to the conversion rights) in cash in six equal
instalments ("Amortisation Payment") on each of the 20, 40, 60, 80,
100 and 120 Trading Days after the Trading Day which is 3 March
2014.
The Company may satisfy all or any part of any Amortisation
Payment by issuing new ordinary shares to the holders of the
Tranche One Notes ("Noteholders"). On an exercise of the conversion
rights, the Company will issue such number of ordinary shares as
are equal to the amount of the Amortisation Payment to be converted
by the Company divided by the lower of (a) 19.48 pence and (b) 90%
of the arithmetic average of the lowest 10 trading volume weighted
average prices ("VWAP") during the 20 consecutive trading days
immediately prior to the relevant Amortisation Date.
The Company may at any time purchase the Tranche One Notes from
Noteholders by tender (available to all Noteholders) or by private
treaty at any price.
Details of the security
Repayment of the Tranche One Notes will be secured by (i) a
share pledge to be entered into between Stratmin's wholly owned
subsidiary, Graphmada Equity Pte Limited ("SingaporeCo") and Darwin
in relation to SingaporeCo's shares in Graphmada Sarl ("Graphmada
Madagascar") and (ii) a charge over intra-group debts to be entered
into between the Company and Darwin.
Details of the Warrants
In conjunction with the subscription of the Convertible Notes,
the Company is granting Darwin three year warrants with the right
to subscribe in cash for 4,024,402 ordinary shares.
The subscription price for the exercise of the Warrants shall
initially be 18.64 pence and shall be re-set on the 6 month
anniversary of the Warrants being issued to a price which will be
the lower of (a) 18.64 pence and (b) 95% of the arithmetic average
of the daily VWAP of an ordinary share for the 6 month period
ending on the re-set date.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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