Xtract Resources plc - Funding facility
For immediate release
Xtract Resources Plc
("Xtract" or the "Company")
The Board of Xtract Resources Plc ("Xtract" or the "Company") announces that the Company has today entered into an unsecured convertible loan funding facility (the "Facility") for
By putting in place the Facility the Company was able to minimise dilution to shareholders by limiting the placing announced earlier on
Working Capital Facility Agreement
Xtract has signed today an agreement with the Lender for a facility of
The Company will provide a Loan drawdown notice if and when it requires a drawdown. The Company has the option but not the obligation to drawdown on part or all of the Facility. The Company must use the funds advanced under the Facility to fund the working capital requirements of the Company and its subsidiaries as determined by the Company at its sole discretion.
Repayment and Conversion
Unless otherwise converted, the Company must repay each Loan Tranche on the first anniversary of the advance by the Lender of the applicable Loan Tranche for each Tranche ("Maturity Date"). The Company may prepay the whole or part of the Facility on any day prior to the Maturity Date for a Loan Tranche upon giving not less than 14 days' prior written notice to the Lender and paying in cash a prepayment fee of 5% of the amount which the Borrower prepays in cash before the Maturity Date. The Lender can during the 14 days' notice period make an election for all or part of the Loan subject to a prepayment notice to be repaid in Shares in which case the 5% fee shall not apply to that proportion of the Loan repaid in Shares.
Conversion of Loan Tranche by Lender
The Lender may at any time during the Facility Period elect to convert all or part of any drawn down amount into such number of new Xtract Ordinary Shares of 0.02p each ("Shares") equal to the amount of the Loan Tranche that is to be repaid at the date of the election, divided by the agreed and fixed conversion price for the relevant Loan Tranche (the "Conversion Shares"). The conversion prices applicable to each of the tranches ("Conversion Prices") are fixed and as follows:
· 1.45p per Share for Loan Tranche 1;
· 1.65p per Share for Loan Tranche 2; and
· 1.85p per Share for Loan Tranche 3.
Conversion of Loan by the Borrower
The Company may at any time during the Loan Period elect to convert all or part of a Loan Tranche if the Share price exceeds 2.2p for five or more business days.
Interest and Fees
The Loan is interest free. The Lender shall be paid an arrangement fee of 7% of the amount of the Facility to be settled by the issue of 5,495,190 new Shares ("Facility
On the drawdown of any Loan Tranche the Lender shall be paid a further fee of 2% of the amount of the relevant Loan Tranche which is to be settled by the issue of new Shares credited as fully paid at the five-day VWAP on the date of the relevant Loan drawdown notice.
In the event that conversion of all or part of a Loan Tranche into Conversion Shares would result in the Lender, its associates and any person(s) acting in concert with the Lender owning more than 25% of the issued share capital of the Company as enlarged by the issue of the Conversion Shares (the "Shareholding Limit") then:
· The Company must convert any portion of the Loan and issue such number of Conversion Shares to the Lender that would not constitute a breach of the Shareholding Limit; and
· in respect of the portion of the Loan repayment not converted (the "Unconverted Portion"), the Borrower must pay the Lender the Unconverted Portion in cash on or before the Maturity Date.
No short selling
The Lender has confirmed that neither the Lender nor its associates will short sell the Company's Shares from the date of the Facility agreement until the later of:
· six months from Loan Tranche Three drawdown date; and
· the repayment of the Loan.
Admission to AIM
Application will be made for admission of the Facility
Total Voting Rights
On Admission of the New Shares, the Company will have 462,798,478 Ordinary Shares in issue with voting rights. Xtract does not currently hold any shares in treasury. Accordingly, this figure of 462,798,478 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
On the drawdown of any Loan Tranche, the Lender shall be issued two year warrants over Shares with a face value at the warrant exercise price equal to 50% of the amount drawn down under the Loan Tranche. The exercise price for the warrants applicable to each of the tranches are as follows:
· 1.65p per share for the drawdown of Tranche 1;
· 1.85p per share for the drawdown of Tranche 2; and
· 2.00p per share for the drawdown of Tranche 3.
Further AIM Disclosures
Further details are available from the Company's website which details the company's project portfolio as well as a copy of this announcement: www.xtractresources.com
This announcement contains inside information for the purposes of Article 7 of EU Regulation No. 596/2014 on market abuse. The person who arranged for the release of this announcement on behalf of the Company was
Xtract Resources Plc
+44 (0)20 3416 6471
Beaumont Cornish Limited
Nominated Adviser and Joint Broker
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+44 (0)207628 3396
Novum Securities Limited
+44 (0)207 399 9427
Quick facts: Xtract Resources PLC
Market Cap: -
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