Wyld Issues Convertible Loan Notes (1038099)
07 Mayo 2020 - 01:00AM
UK Regulatory
Tern PLC (TERN)
Wyld Issues Convertible Loan Notes
07-May-2020 / 07:00 GMT/BST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
This announcement contains inside information for the purposes of Article 7
of EU Regulation 596/2014.
7 May 2020
Tern Plc ("Tern" or the "Company")
Wyld Networks Limited issues of GBP400,000 of Convertible Loan Notes to third
party
Tern Plc (AIM: TERN), the investment company specialising in the Internet of
Things ("IoT"), is pleased to announce that its portfolio company, Wyld
Networks Limited ("Wyld"), has secured GBP400,000 from an investor to fund its
growing pipeline of opportunities and for general working capital purposes,
by way of an unsecured Convertible Loan Note facility ("CLN"). The CLN has
been issued in full. The CLN also includes an option to convert into Tern
shares under certain circumstances.
Tern's CEO, Al Sisto, said:
"Wyld has gone from strength to strength over the past 12 months and this
external investment is a huge vote of confidence in Wyld's management team,
which has transformed this start up business and its pipeline in a very
short space of time. This external investment is from an investor who is
seeking exposure to the mid- to long-term growth opportunities presented by
IoT innovation and to have received its additional support early in the
development of Wyld is very validating. With contracts signed to provide IoT
solutions, a cooperation agreement with one of the world's largest satellite
operators secured and its technology now patent pending, Wyld has reached an
important point in its development. These funds will enable Wyld to continue
on this upward trajectory towards the goal of securing a syndicated Series A
funding round in due course."
The CLN, which bears interest at 5% per annum, is convertible into Wyld
shares, at the option of the investor ("CLN Holder"), at either 25%, 50%,
75% or 100% of the principal of the CLN, on completion of an exit or Wyld
equity fundraise of at least GBP1 million from a third party (in both cases)
other than Tern before 6 May 2021 (the "Maturity Date"). This conversion
would take place at a 20% discount to the Wyld equity fundraise price or the
exit price per Wyld share.
Following a conversion e vent, any amount of the CLN not converted into Wyld
shares will automatically be converted into fully paid ordinary shares of
0.02 p each in the capital of Tern ("Tern Shares") at a 15% discount to the
market price of Tern Shares on AIM at market close on the date of the
conversion event.
If a conversion event has not occurred by the Maturity Date, then the CLN
Holder has the option to elect to convert all of the CLN into Tern Shares at
a 15% discount to the five-day average closing price of Tern Shares on AIM
immediately prior to the Maturity Date, or, failing such election, the
maturity date of the CLN is to be extended for one further year ("the Second
Maturity Date"). If a Conversion Event has not taken place by the Second
Maturity Date, the CLN will automatically convert into fully paid Tern
Shares at a 15% discount to the five-day average closing price of Tern
Shares on AIM immediately prior to the Second Maturity Date.
Under the terms of the CLN, the CLN Holder has to enter into an orderly
market deed ("the Orderly Market Deed") before any issue of Tern Shares can
be effected. Under the Orderly Market Deed, the CLN Holder would undertake
(subject to customary carve-outs from such restrictions):
a) not to dispose of any interests in such Tern Shares issued and allotted
following a Conversion Event for a period of one month following such
Conversion Event;
b) not to dispose of any interests in 50% of all such Tern Shares issued
and allotted following a Conversion Event for a period of three-months
following such Conversion Event;
c) following expiry of the period referred to in paragraph (b), up to the
date that is six months following such Conversion Event, not to dispose of
any interests in any remaining Tern Shares issued and allotted following
such Conversion Event, other than through Tern's nominated adviser (or any
nominated adviser or broker appointed to act for Tern in place of the
nominated adviser) subject to the terms relating to the price and
execution offered by the nominated adviser being materially no less
favourable than other brokers at that time; and
d) to use all reasonable endeavours to ensure that its associates comply
with the restrictions contained in such undertaking.
The CLN is not transferable other than with the prior consent of Wyld and
Tern and is subject to customary terms and conditions for such an
instrument.
Enquiries
Tern Plc via Newgate Communications
Al Sisto/Sarah Payne
Allenby Capital Tel: 020 3328 5656
(Nomad and joint broker)
David Worlidge/Alex Brearley
Whitman Howard Tel: 020 7659 1234
(Joint broker)
Nick Lovering/Christopher Furness
Newgate Communications Tel: 020 3757 6880
Elisabeth Cowell/Megan Kovach
ISIN: GB00BFPMV798
Category Code: MSCU
TIDM: TERN
LEI Code: 2138005F87SODHL9CQ36
Sequence No.: 62205
EQS News ID: 1038099
End of Announcement EQS News Service
(END) Dow Jones Newswires
May 07, 2020 02:00 ET (06:00 GMT)
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