Woodbois Limited Further re 2020 cash flow enhancement (9517Z)
16 Enero 2020 - 01:30AM
UK Regulatory
TIDMWBI
RNS Number : 9517Z
Woodbois Limited
16 January 2020
16 January 2020
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.
Woodbois Limited
("Woodbois", the "Group" or the "Company")
(AIM: WBI)
Further re 2020 cash flow enhancement
Further to the Company's announcement earlier today, Woodbois,
the African focused forestry and timber trading company, notifies
that each of 1798 Volantis Fund Limited ("Volantis"), a fund
managed on a discretionary basis by Lombard Odier Asset Management
group ("Lombard"), and Paul Dolan, Chief Executive of the Company,
have agreed to receive Woodbois ordinary shares ("Shares") in lieu
of interest (at 11.5%) for the period from 1 July 2019 to 31
December 2020 on their Internal Trading Fund ("ITF") loans, in
respect of $5.0m for Volantis (which excludes the $1.0m Additional
Loan announced this morning) and $295,520 for Paul Dolan (the "ITF
Interest Agreements").
The number of new Shares to be issued shall be calculated by
reference to a 9% discount to the 10-day average VWAP in the period
prior to the interest payments due for the periods to 31 December
2019, 30 June 2020 and 31 December 2020. In relation to Volantis,
the ITF Interest Agreement provides that the number of new Shares
to be issued to Volantis shall ensure their resultant interest
shall not exceed 29.9% of the enlarged issue share capital of the
Company at that time, with any balance of interest due payable in
cash.
In relation to Paul Dolan, his shareholding continues to be part
of the provisions of the undertaking by Pelham Limited that the
Concert Party's aggregate shareholding will not exceed 28%
(detailed in today's earlier announcement).
Any further investments by Volantis or Paul Dolan into the ITF
(including the Additional Loan) do not fall under these
agreements.
Related Party Transactions
The ITF Interest Agreements are deemed to be related party
transactions for the purposes of the AIM Rules for Companies. The
independent directors (being all the directors other than Henry
Turcan, who is an employee of Lombard, and Paul Dolan, who are
precluded from taking part in the deliberations), having consulted
with Arden Partners as its nominated adviser, consider the terms of
the ITF Interest Agreements are fair and reasonable insofar as
shareholders are concerned.
Issue of new Shares, AIM Application and Total Voting Rights
Pursuant to the ITF Interest Agreements, for the interest period
from 1 July 2019 to 31 December 2019, 4,140,230 new Shares are to
be issued to Volantis and 244,704 new Shares are to be issued to
Paul Dolan (as detailed further below). Application is being made
for the admission to trading on AIM of 4,384,934 new Shares, with
admission expected to be effective on 21 January 2020. Following
Admission, the Company will have 469,737,487 Shares in issue, each
with voting rights, which figure 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 to their interest in, the ordinary share capital of the
Company under the Financial Conduct Authority's Disclosure Guidance
and Transparency Rules. The Company holds 99,378 Shares in
Treasury.
Enquiries:
Woodbois Limited
Paul Dolan - CEO
www.woodbois.com
+44 (0)20 7099 1940
Arden Partners Plc (Nominated adviser and broker)
Richard Johnson
+44 (0)20 7614 5900
The notifications below, made in accordance with the
requirements of the EU Market Abuse Regulation, provides further
detail on the issue of ordinary shares to a director.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM.
1 Details of the person discharging managerial responsibilities/person closely associated
a) Name Paul Tiernan Dolan
2 Reason for the notification
a) Position/status CEO
b) Initial notification/ Amendment Initial Notification
Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name Woodbois Limited
b) LEI 2138001U7SLCSRKV3P06
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the financial instrument, type of instrument Ordinary Shares
Identification code
ISIN GG00B4WJSD17
b) Nature of the transactions Shares issued in lieu of interest
c) Price(s) and volume(s) Price(s) Volume(s)
5.278364p 244,704 shares
d) Aggregated information
- Aggregated volume 244,704 shares
- Price 5.278364p
e) Date of the transaction 16 January 2020
f) Place of the transaction Outside a trading venue
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCSFAFAIESSESF
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