TIDMSNAK
RNS Number : 7330I
Snacktime PLC
11 December 2015
11 December 2015
SnackTime plc
Fund raising and debt restructuring
Summary
SnackTime plc ("SnackTime", the "Company" or the "Group") today
announces that it has reached agreement with certain investors,
loan noteholders and creditors to raise in aggregate GBP3,024,645
through the issue of 40,746,451 new ordinary shares of 2p each in
the Company ("New Ordinary Shares"). Of the total, GBP1,050,000
will be subscribed for by new and existing investors at 5p per New
Ordinary Share in the form of new funds to provide working capital
for the Group, with the balance raised through the conversion of
loan notes and other creditor balances to strengthen the Group's
balance sheet. The transactions, certain of which are subject to
shareholders' approval, are expected to be completed during
December 2015. In addition, the Company has reached agreement with
its bank, The Cooperative Bank ("CooP"), to restructure its
repayment schedule under the secured loan facility during 2016 and
extend the overdraft facility.
Jeremy Hamer, Chairman of the Company, commented: "These
transactions have taken longer to conclude than originally
expected, which reflects the complexity of the Group's balance
sheet. I would like to thank all parties for being so constructive
and, in particular, our new and existing investors for their
support. I would also like to thank our bankers The Cooperative
Bank, a number of suppliers and customers whose patience and trust
have made these transactions possible. Overall, the transactions
will significantly strengthen the Group's balance sheet and provide
a sound platform to take advantage of the increasing opportunities
open to the Company across all business lines. We look to the
future with confidence."
Fund raising
In December 2015, the Company proposes to raise in two tranches
a total of GBP1,050,000 before expenses, the proceeds of which will
be used for working capital purposes.
Tranche 1
The Company will with immediate effect issue 9,500,000 New
Ordinary Shares at a price of 5p per share, raising a total of
GBP475,000, to certain subscribers, including Mrs Veronika
Belotserkovsky, the wife of Boris Belotserkovsky, a non-executive
director of the Company.
Tranche 2
The Company has convened a general meeting to be held at 10.00am
on 23 December 2015 ("General Meeting") to seek shareholder
approval for the Board to allot new ordinary shares of 2p each in
the Company up to a nominal value of GBP800,000 on a non
pre-emptive basis. Subject to shareholders' approval being obtained
at the General Meeting, the Company has agreed to issue 11,500,000
New Ordinary Shares at a price of 5p per share, raising a total of
GBP575,000, to certain subscribers, including Elderstreet
Investments Limited, a company connected with Michael Jackson, a
non-executive director of the Company, Sergei Kornienko, a
non-executive director of the Company, Mrs Veronika Belotserkovsky,
the wife of Boris Belotserkovsky, a non-executive director of the
Company, and Versatel Limited, a substantial shareholder in the
Company.
Debt restructuring
Conversion of 2008 loan notes
Subject to shareholders' approval being obtained at the General
Meeting, the Company has agreed with the holders of the 2008 loan
notes to convert all existing notes (amounting to GBP600,000
nominal) and accrued interest and redemption premiums (amounting to
GBP73,931) into 6,739,315 New Ordinary Shares at a price of 10p per
share. The owners of the 2008 loan notes include Elderstreet
Investments Limited, a company connected with Michael Jackson, a
non-executive director of the Company.
Conversion of 2013 loan notes
Agreement has been reached to convert certain of the 2013 loan
notes, with an aggregate nominal value of GBP885,000 and associated
accrued interest and redemption premiums, amounting to a further
GBP85,714), into New Ordinary Shares in two tranches.
Tranche 1
With immediate effect, loan notes with a nominal value of
GBP185,000 and associated accrued interest and redemption premiums
(amounting to GBP15,771) will be converted into 2,007,711 New
Ordinary Shares at a price of 10p per share. Holders of the 2013
loan notes who have agreed to convert include Jeremy Hamer and
Michael Jackson, non-executive directors of the Company, Tim James
who was a director of the Company until 6 November 2015 and the WE
Jackson Trust, a trust for the benefit of the children of Michael
Jackson, a non-executive director of the Company.
Tranche 2
Subject to shareholders' approval being obtained at the General
Meeting, the Company has agreed with certain owners of the 2013
loan notes to convert loan notes with a nominal value of GBP700,000
and associated accrued interest (amounting to GBP69,942) into
7,699,425 New Ordinary Shares at a price of 10p per share. Holders
of the 2013 loan notes who have agreed to convert include
Elderstreet Investments Limited, a company connected with Michael
Jackson, a non-executive director of the Company.
Balance of 2013 loan notes
Holders of the remaining 2013 loan notes (amounting to
GBP137,456 in total) are to be offered conversion rights on the
same terms as set out above subject to shareholders' approval being
obtained at the General Meeting and loan note holders' acceptance
of the terms by 31 December 2015. Alternatively, holders of the
remaining 2013 loan notes may retain their loan notes on revised
terms or on the current terms.
Conversion of certain other creditor obligations
Subject to shareholders' approval being obtained at the General
Meeting, agreement has been reached with two parties to convert
certain amounts payable to them into New Ordinary Shares at a price
of 10p per share. Jeremy Hamer, Chairman of the Company, has agreed
to convert GBP100,000, representing the fee due to him following
the November 2014 subscription, into 1,000,000 New Ordinary Shares
and Unicum Limited, a company controlled by Boris Belotserkovsky, a
non-executive director of the Company, has agreed to convert
GBP230,000, representing payments due for the supply of vending
machines to the Company during 2015, into 2,300,000 New Ordinary
Shares.
Amendments to the agreements with the CooP
Subject to final documentation, agreement has been reached with
the CooP to extend the Company's existing GBP750,000 overdraft
facility to the end of 2016. In addition, agreement has been
reached in respect of the secured loan facility to waive all
covenant testing to the end of 2016, defer the two principal
repayments of GBP260,000 due in the last quarter of 2015 (this
includes the GBP200,000 commitment announced on 13 May 2015 and
referred to again in the announcement on 23 July 2015), and reduce
repayments during 2016 from GBP610,000 to GBP350,000. In all this
represents a GBP520,000 reduction in the Company's short-term cash
requirements.
General Meeting
The Company has convened the General Meeting, to be held at
10.00am on 23 December 2015, to seek shareholder approval for the
Board to allot new ordinary shares up to a nominal value of
GBP800,000 on a non pre-emptive basis. The notice of General
Meeting was posted to shareholders on 30 November 2015 and is
available to view at www.snacktime.com.
Current Trading
Trading in recent months has been impacted by the Company's
restricted access to working capital, as well as on-going costs of
restructuring the Company and debt servicing. However, year on year
the impact of the restructuring is beginning to bear fruit driven
by cost reductions and rationalisation of the machine estate. In
addition, in recent months the Company has started to win new NHS
tenders allowing it to deploy successfully the new vending machines
supplied by Unicum, clearly differentiating itself from its
competitors and establishing a platform for future growth once the
fund raising and debt restructuring is completed.
Report & Accounts for the year ended 31 March 2015, Interim
Results for the six months ended 30 September 2015 and suspension
of trading on AIM
Trading in the Company's shares on AIM was suspended on 17
September 2015 as the Company was unable to publish its report and
accounts for the year ended 31 March 2015 within six months of the
year end as required by the AIM Rules for Companies ("AIM Rules").
Following completion of the fund raising and debt restructuring
referred to in this announcement, the Company expects that its
Annual Report & Accounts for the year ended 31 March 2015 will
be published and its unaudited interim results to 30 September 2015
will be announced in due course, and that dealings in the Company's
shares will be restored soon thereafter. Further announcements will
be made in due course.
Additional information - shareholdings
The table below sets out the interests of the Belotserkovsky
Concert Party (as described in the Company's circular dated 10
October 2014), their families, their connected persons, and certain
other shareholders, including directors of the Company, as at the
most recent practicable date prior to the release of this
announcement, and as they are expected to be immediately following
Tranches 1 and 2:
As at 10 Dec Post Tranche Post Tranche
2015 1 2
Concert Party
B Belotserkovsky* 1,616,400 4.88% 1,616,400 3.62% 1,616,400 2.19%
Mrs V Belotserkovsky 4,843,616 14.61% 9,843,616 22.04% 11,843,616 16.03%
Unicum Limited - - - - 2,300,000 3.11%
S Kornienko* 100,000 0.30% 100,000 0.22% 600,000 0.81%
Versatel
Limited 15,800,000 47.66% 15,800,000 35.38% 23,800,000 32.21%
Oleg Chulkov - - - - - -
Gillian White 50,000 0.15% 50,000 0.11% 50,000 0.07%
Concert Party
total 22,410,016 67.60% 27,410,016 61.38% 40,210,016 54.41%
(MORE TO FOLLOW) Dow Jones Newswires
December 11, 2015 02:00 ET (07:00 GMT)
Uvenco Uk (LSE:UVEN)
Historical Stock Chart
From Aug 2024 to Sep 2024
Uvenco Uk (LSE:UVEN)
Historical Stock Chart
From Sep 2023 to Sep 2024
