Peninsular Gold Limited Issue of Convertible Loan Notes (9981C)
23 Janeiro 2015 - 9:30AM
UK Regulatory
TIDMPGL
RNS Number : 9981C
Peninsular Gold Limited
23 January 2015
23 January 2015
PENINSULAR GOLD LIMITED
("Peninsular" or the "Company")
ISSUE OF CONVERTIBLE REDEEMABLE UNSECURED LOAN NOTES
The Company is pleased to announce that it has raised
GBP1,800,000 (before expenses) by way of the issue of 1,800,000
convertible redeemable unsecured loan notes ("Loan Notes") pursuant
to a Convertible Loan Note Instrument ("Loan Note Instrument").
The funds from the Loan Notes will be used to meet the general
working capital requirements of the Company and its subsidiaries,
and for the re-commencement of operations at the RAGM plant which
the Company anticipates during Q2 2015.
As previously announced, the Company is continuing to review its
re-financing options for all its borrowing facilities as there is
not any certainty that operational cashflows will be in time, or
sufficient, to meet repayments for the Group's borrowing
facilities.
The Loan Notes
The principal terms of the Loan Notes are as follows:
(a) The Loan Notes are repayable in one bullet repayment one
year from the date of the Loan Note Instrument unless the Company
elects to redeem the Loan Notes earlier.
(b) Interest is payable upon the Loan Notes at the rate of 6%
per annum payable on maturity which would be GBP108,000. If the
Loan Notes are converted then no interest is payable.
(c) The Loan Notes are repayable in one bullet repayment one
year from the date of the Loan Note Instrument unless the Company
elects to redeem the Loan Notes earlier.
(d) A noteholder has the right at any time to convert the
principal amount of its Loan Notes into new ordinary shares of no
par value in the capital of the Company ("Ordinary Shares"). The
number of Ordinary Shares to be issued on conversion shall equal
the number of Loan Notes to be converted divided by a conversion
factor of 0.10. The right to convert is conditional upon a
noteholder making an additional payment to the Company on
conversion of 2.5 pence for each Ordinary Share to be issued on
conversion. Full conversion would result in an additional total
payment to the Company of GBP450,000.
(e) Upon redemption of the Loan Notes by the Company, either at
maturity or earlier, a Noteholder is entitled to receive from the
Company an additional payment equal to the number of Convertible
Notes to be redeemed by the relevant Noteholder divided by 0.10 and
multiplied by 2.5 pence. If all Convertible Notes are redeemed and
not converted this would result in an additional payment of
GBP450,000.
(f) In the event that the Company is unable to repay the Notes
on the maturity date the maturity date shall be extended to a date
not later than 31 July 2016. Interest will be paid during the
extension period at a rate of 10% per annum on the total of the
principal amount plus the accrued interest up to the original
maturity date.
(g) The Loan Notes are non-transferable without the prior written consent of the Company.
Change in Significant Shareholder Holding
All of the Loan Notes have been issued to Granite Peak Ltd.,
which is an existing shareholder and also a holder of 1.5 million
convertible preference shares in Peninsular. Granite Peak Ltd's
current holding of ordinary shares in Peninsular is 3,080,500,
representing 3.4% of the current issued share capital of the
Company. If all these Loan Notes were to be converted they would
give Granite Peak Ltd. an additional 18,000,000 ordinary shares
which would then represent 17.3% of the enlarged share capital. If
converted the 1.5 million convertible preference shares would
convert into 1,875,000 ordinary shares in Peninsular. If Granite
Peak Ltd. were to convert all their Loan Notes and preference
shares they would hold 21.1% of the enlarged share capital of the
Company.
Suspension of trading on AIM
Trading in the Company's shares remain suspended pending further
clarification of the Company's financial position and the
publication of its annual report and accounts.
Further announcements will be made in due course.
Dato' Sri Andrew TY Patrick Watson
Kam Finance Director
Chairman and Chief Executive Peninsular Gold Ltd.
Peninsular Gold Limited Tel: +44 (0)7799 885653
Tel: +60 (0)3 2698 8381
------------------------------ -------------------------
Samantha Harrison Colin Rowbury
Nominated Advisor Broker
RFC Ambrian Limited Daniel Stewart & Co.
Tel: +44 (0)20 3440 Ltd.
6800 Tel: +44 (0)20 7776
6936
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This information is provided by RNS
The company news service from the London Stock Exchange
END
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