TIDMPPS
RNS Number : 8448D
Proton Motor Power Systems PLC
02 November 2020
2 November 2020
Proton Motor Power Systems plc
("Proton" or the "Company")
Improved terms for existing loans agreed
Proton Motor Power Systems plc (AIM: PPS), the designer,
developer and producer of fuel cells and fuel cell electric hybrid
systems with a zero-carbon footprint, announces that it has agreed
with SFN CleanTech Investment Ltd ("SFN") and Mr Falih Nahab to
amend certain terms of the existing loans and financing facilities
on terms more favourable to the Company.
The Company currently has loans outstanding of EUR29.0 million
from SFN and EUR53.7 million from Mr Falih Nahab, including
principal and interest. As announced on 23 June 2020, these are
part of financing facilities provided by SFN and Mr Falih Nahab,
which expire on 31 December 2021. Interest on these loans is
charged at 10% and the interest, but not the principal, is
convertible at the option of SFN and Mr Falih Nahab into ordinary
shares of the Company ("Ordinary Shares"). At 30 June 2020,
GBP18.12 million of accrued interest was convertible at 2p per
Ordinary Share. As interest from 1 July 2020, as announced below,
will no longer be convertible, there will be no interest
convertible to shares at 48p, as announced on 23 June 2020.
Under the amended terms agreed between the Company, SFN and Mr
Falih Nahab, interest payable on the existing and future loans
will, from 1 January 2021, be charged at a reduced rate of 3% over
LIBOR and new interest accrued as from 1 July 2020 will no longer
be convertible into Ordinary Shares, so that the maximum number of
shares which might be issued as a result of conversion of the
interest on the loans has been fixed at 30 June 2020.
In addition, the existing facilities, amounting to EUR64.9
million (excluding interest), and the date when the loans become
repayable have now been extended from 31 December 2021 to 31
December 2025. The right to convert the interest outstanding at 30
June 2020 has been extended to 31 December 2031. As stated
previously, the undrawn portions of the loan facilities are
expected to allow the Company to satisfy its working capital needs
until at least June 2021.
Mr Falih Nahab has also agreed that, unless otherwise requested
by the Company or as a result of institutional demand for the
Ordinary Shares, he will limit the annual conversion of interest
accrued up to 30 June 2020 into Ordinary Shares, so that no more
than 42 million Ordinary Shares per calendar year will be issued as
a result of the conversion of the loans. Proceeds from any sale of
Ordinary Shares by SFN and Mr Falih Nahab will continue to be used
to provide further financing for the Company as previously
announced.
The Company's board of directors recognises that the long term
preparedness of Mr. Falih Nahab and SFN to provide financing for
the Company's operations and development programme has contributed
vitally to the high level of focus in advancing its hydrogen
related technology to its current stage and that the above
mentioned measures serve to further alleviate the Company's cost
structure and to improve the balance sheet situation.
The change to the interest rate payable on the loans will serve
to substantially lower Proton's interest charge burden. The
Company's board of directors believes that the extension of the
existing facilities to the end of 2025 will allow the Company to
pursue with confidence the many opportunities that the Company has
in addition to those which the board believes will become available
as a result of the German Government's National Hydrogen Strategy,
including EUR7.0 billion to be allocated to the German hydrogen
sector as contained in the German economic stimulus package passed
in June 2020, the UK Government's forthcoming energy white paper
and also EU initiatives such as the European Alliance for Green
Hydrogen.
Related party transaction
Mr. Falih Nahab is indirectly, via SFN, a substantial
shareholder (as defined in the AIM Rules) of the Company and
therefore both Mr. Falih Nahab and SFN, which is a substantial
shareholder, are related parties to the Company. The amendments to
the terms of the existing loan facilities are therefore classified
as transactions with related parties for the purposes of the AIM
Rules. In accordance, therefore, with the AIM Rules, the directors
of the Company, with the exclusion of Dr. Faiz Nahab, who is the
brother of Mr. Falih Nahab and a shareholder in SFN, having
consulted with the Company's nominated adviser, Shore Capital,
consider that the amendments to the terms of the existing loan
facilities are fair and reasonable insofar as the Company's
shareholders are concerned.
For further information:
Proton Motor Power Systems plc
Dr Faiz Nahab, CEO
Helmut Gierse, Chairman
Sebastian Goldner, COO/CTO
Roman Kotlarzewski, CFO Tel: +49 (0) 173 189
Manfred Limbrunner, Director Sales 0923
and Marketing www.protonpowersystems.com
Shore Capital
Nominated adviser and broker
Antonio Bossi / David Coaten Tel: +44 (0) 20 7408
4050
www.shorecap.co.uk
About Proton Motor Fuel Cell GmbH
Proton Motor has more than 20 years of experience in Power
Solutions using CleanTech technologies such as hydrogen fuel cells,
fuel cell and hybrid systems with a zero carbon footprint. Based in
Puchheim near Munich, Proton Motor offers complete fuel cell and
hybrid systems from a single source - from the development and
production through the implementation of customized solutions. The
focus of Proton Motor is on back-to-base, for example, for mobile,
marine and stationary solutions applications. The product portfolio
consists of base-fuel cell systems, standard complete systems, as
well as customized systems.
Proton Motor serves IT, Telecoms, public infrastructure and
healthcare customers in Germany, Europe and Middle East with power
supply solutions for DC and AC power demand. In addition to power
supply, SPower also offers solutions for Solar Systems as well as a
new product line for Solar Energy Storage.
Proton Motor Fuel Cells GmbH is a wholly owned subsidiary of
Proton Motor Power Systems plc. The Company has been quoted on the
AIM market of the London Stock Exchange since October 2006 (code:
PPS).
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