Lekoil Limited Convertible Facility Agreement (5610K)
02 Septiembre 2021 - 6:17AM
UK Regulatory
TIDMLEK
RNS Number : 5610K
Lekoil Limited
02 September 2021
2 September 2021
Lekoil Limited
("LEKOIL" or the "Company")
Convertible Facility Agreement
LEKOIL (AIM: LEK), the oil and gas exploration and production
company with a focus on Nigeria and West Africa, is pleased to
announce the entry into a Convertible Facility Agreement ("CFA")
with Hadron Master Fund ( "Hadron") , TDR Enterprises Ltd (a
company controlled by Tom Richardson) and a non-related third party
(together "the Lenders") to allow it to access up to GBP200,000 for
working capital purposes.
The entry into the CFA should be read in conjunction with the
Company's Corporate and Operational Update issued on 2 September
2021.
The key terms of the CFA are:
Amount: Up to GBP200,000 in total, with Hadron
providing up to GBP100,000 and each of
TDR Enterprises Ltd and the third party
providing up to GBP50,000 each.
Use of proceeds: For payment of corporate costs (regulatory
and compliance and legal fees) and for
general corporate purposes as approved
by the Board and the Lenders.
Availability: GBP100,000 available immediately, with
GBP100,000 available after 1 October
2021.
Term: 6 months.
Repayment: Principal and interest to be repaid from
proceeds of capital raise and/or monies
recovered from CEO Loan. Repayment immediately
due on a change of control of the Company.
No conversion before expiry of the Term.
Conversion right: In the event of non-payment at the expiry
of the Term, Lenders have the option
to convert the outstanding amounts into
ordinary shares of the Company at the
Conversion Price.
Conversion Price: 0.5 pence.
Interest Rate: 10% per annum.
Shareholder approval/Security At the Company's upcoming AGM, the Company
for Repayment: will seek shareholder approval for the
issuance of the shares pursuant to the
Conversion (if required). In the event
shareholder approval is not obtained,
the Lenders will be entitled to an assignment
by way of security of the CEO Loan.
Tom Richardson is a non-executive director of the Company,
controls TDR Enterprises Ltd and is the CEO of Metallon
Corporation. Metallon was previously the Company's largest
shareholder but no longer owns any of the ordinary shares of the
Company. Hadron Master Fund is an affiliate of Hadron Capital,
which owns 4.66% of the ordinary shares of the Company. Marco
D'Attansio is a non-executive director of the Company and the Chief
Investment Officer of Hadron Capital.
Given that Tom Richardson and Marco D'Attansio are non-executive
directors of the Company and given Hadron's shareholding in the
Company, the entry into the CFA with these parties is deemed to be
a related party transaction for the purposes of Rule 13 of the AIM
Rules for Companies ("AIM Rules"). For the purposes of the AIM
Rules, the independent directors of the Company, having consulted
with the Company's Nominated Adviser, SP Angel, consider that the
terms of the transaction are fair and reasonable insofar as its
shareholders are concerned.
Anthony Hawkins, Interim Executive Chairman, commented:
"As set out in our Corporate and Operational Update released
earlier today, I expect that in the medium term the Company will be
well funded to protect and pursue the recovery of its investment in
Lekoil Nigeria. In the short term, the Convertible Facility
Agreement will allow the Company to fund its day-to-day operations
and I would like to thank the lenders for making the funds
available. I would also encourage our shareholders to participate
in the envisaged capital raise so that the Company can repay the
CFA and allow the Company to pursue the recovery of its investment
in Lekoil Nigeria."
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK domestic law by virtue of the European Union (Withdrawal) Act
2018 ('MAR'). Upon the publication of this announcement via
Regulatory Information Service ('RIS'), this inside information is
now considered to be in the public domain.
For further information, please visit www.lekoilplc.com or
contact:
SP Angel Corporate Finance LLP (Nominated
Adviser and Joint Broker)
John Mackay / Jeff Keating / Stuart Gledhill
/ Richard Hail +44 20 3470 0470
Tennyson Securities (Joint Broker)
Peter Krens / Edward Haig-Thomas +44 20 7186 9030
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END
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