Active Energy Group PLC Bondholders Agreement to Revise Existing Terms (9804C)
14 Febbraio 2020 - 8:00AM
UK Regulatory
TIDMAEG
RNS Number : 9804C
Active Energy Group PLC
14 February 2020
Active Energy Group Plc / EPIC: AEG / Sector: Alternative
Energy
14 February 2020
Active Energy Group Plc
('Active Energy', 'AEG' or the 'Company')
Convertible Loan Note - Bondholders Agreement to Revise Existing
Terms
Active Energy, the London quoted international biomass based
renewable energy business, is pleased to announce that it has
reached an agreement with all of its bondholders (the
"Bondholders") to revise the terms and conditions of the
outstanding convertible bond, which was first announced by the
Company on 15 March 2017 (the "Convertible Bond' or "Bonds").
The Convertible Bond was issued in 2017 with a maturity date of
14 March 2022 and an interest coupon of 8% per annum, payable
quarterly in arrears. All of the Bondholders have now agreed that
payment of these cash coupon payments will not be required for the
12-month period ending 30 September 2020 (the "Deferral Period").
It has been agreed that the Company has the option to decide that
the coupon payment maybe by either (1) in cash or (2) via the
issuance of additional Bonds in regard to each relevant quarter
during the Deferral Period.
The deferral of coupon payments by the Bondholders will allow
the Company to focus its capital on current activities at the
Company's Lumberton site in North Carolina ("Lumberton" or the
"Lumberton Site") which will include the construction of a 5 tonne
per hour CoalSwitch(TM) plant to facilitate the production of
CoalSwitch(TM) and second-generation biomass pellets coupled with
various lumber production initiatives. The Company's Directors
estimate the deferral of cash coupon payments by the Bondholders
will enable Active Energy to conserve approximately GBP1.2 million
of cash throughout the Deferral Period
In addition, certain Bondholders have elected to convert a total
of 67,687 Bonds into new ordinary shares of 1p each in the capital
of the Company ( the "Ordinary Shares") at a price of 1p per share,
pursuant to the terms of the Convertible Bond. Accordingly,
6,768,700 new Ordinary Shares will be issued to the Bondholder in
accordance with the terms of the Convertible Bond (the "Conversion
Shares").
Total Voting Rights
Application has been made for the Conversion Shares, which will
rank pari passu with the existing Ordinary Shares, to be admitted
to trading on AIM ("Admission"). It is expected that Admission will
become effective and dealings will commence at 8:00am on or around
19 February 2020.
Following Admission, the Company's enlarged issued share capital
will comprise 1,208,675,651 Ordinary Shares with voting rights.
This figure may therefore 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 in
their interest in, the share capital of the Company under the FCA's
Disclosure and Transparency Rules.
AEG, CEO, Michael Rowan said, "The Board of AEG has worked hard
in recent weeks to secure these revised financial arrangements for
the Company and is grateful for the demonstrable support from the
Bondholders. At this stage of our development plans, we are fully
focused on optimising the use of capital to develop all the revenue
generating opportunities at Lumberton and the development of
CoalSwitch(TM) and the next generation of biomass pellets. We look
forward to providing all stakeholders with further updates
regarding our development programme for Lumberton, including the
anticipated air and construction permit approvals, in the coming
weeks."
Related Party Transaction
Gravendonck Private Foundation ("Gravendonck") is a substantial
shareholder in the Company and also a Bondholder, having subscribed
for circa GBP1.4 million of loan notes in March 2017 pursuant to
the Convertible Bond. As a Bondholder, Gravendonck is now agreeing
to defer approximately GBP109,000 of coupon payments throughout
2020 (the "Gravendonck Deferral").
The Gravendonck Deferral constitutes a related party transaction
in accordance with AIM Rule 13. The Company's Directors consider,
after consultation with the Company's Nominated Adviser, that the
terms of the Gravendonck Deferral are fair and reasonable, in so
far as its shareholders are concerned.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
ENDS
Enquiries:
Website LinkedIn
www.aegplc.com www.linkedin.com/company/activeenergy
--------------------------------------
Enquiries
Active Energy Michael Rowan
Group Plc Chief Executive Officer
Antonio Esposito
Chief Operations Officer
------------------------------ ------------------
SP Angel Corporate David Hignell / Caroline Rowe Office: +44
Finance LLP (0)20 3470 0470
Nominated Adviser
and Broker
------------------------------ ------------------
Camarco Gordon Poole / Tom Huddart aeg@camarco.co.uk
Financial PR Adviser / Emily Hall Office: +44
(0) 20 3757
4980
------------------------------ ------------------
About Active Energy Group:
Active Energy Group plc is a London listed (AIM: AEG) renewable
energy company that has developed a proprietary technology which
transforms low-cost biomass material into high-value green fuels.
Its patented product CoalSwitch(TM) is the world's only drop-in
biomass fuel that can be mixed at any ratio with coal or completely
replace coal in existing coal-fired power stations without
requiring plant modification. Active Energy Group's immediate
strategic focus is the production and commercialisation of
CoalSwitch(TM) and a low emission CoalSwitch(TM) blend that
utilises other waste materials.
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
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