TIDMSGZ
RNS Number : 2242L
Scotgold Resources Ltd
29 April 2020
Scotgold Resources Limited
29 April, 2020
Scotgold Resources Limited
("Scotgold" or the "Company)
Further Amendment to Bridge Barn Loan Facility
On 18(th) May 2018 the Company announced it had obtained a loan
facility of up to GBP5m from Bridge Barn Limited ("Bridge Barn"), a
company owned and controlled by Mr Nathaniel ("Nat") le Roux, and
on 2(nd) October 2018, 26(th) February 2019 and 28 August 2019
announced it had agreed to various amendments to this facility
which reduced the interest rate, increased the period of
availability and increased the Principal amount available to the
Company to a total of up to GBP7.5m (together the Loan
Facility).
As disclosed in the Company's financial statements for the
period ending 31 December 2019, the Company has to date drawn down
the first and second Tranches of the Loan Facility totalling GBP4m,
and under the terms of the Loan Facility was required to draw down
the 3(rd) Tranche of GBP2m on or before 25(th) April 2020. With the
placement of the Cononish Project on care and maintenance as per
governmental guidance during the current Covid 19 pandemic and with
an adequate current cash balance on hand, the Company has further
renegotiated the terms of the Loan Facility to enable the remaining
two tranches to be drawn down over a significantly longer period
(up to 31 December 2021) and in smaller sub tranches of GBP0.5m
(Updated Loan Facility) . This provides the Company with far
greater flexibility to manage its cash balances in the light of the
uncertainty of the impact of Covid-19 and to minimise its debt
position and consequent finance costs.
Related Party transaction:
Bridge Barn is a company owned and controlled by Mr Nat le Roux,
who is the Chairman of the Company and a Substantial Shareholder as
defined by the AIM Rules for Companies. The details of the Updated
Loan Facility entered into by Bridge Barn and the Company and the
further details as required to be disclosed under Schedule 4 of the
AIM Rules for Companies are provided below.
The renegotiated terms of the Loan Facility constitute a related
party transaction pursuant to Rule 13 of the AIM Rules for
Companies. Accordingly, the board of Scotgold, excluding Nat Le
Roux who is precluded from opining, consisting of Richard Gray,
Christopher Sangster, Philip Jackson, Richard Barker, Peter
Hetherington, William Styslinger and Ian Proctor, having consulted
with SP Angel, the Company's nominated adviser, consider that the
terms of the Updated Loan Facility are fair and reasonable insofar
as its shareholders are concerned.
In accordance Schedule 4 of the AIM Rules for Companies, the
following information regarding the amended Loan Facility and
Updated Loan Facility is provided below:
-- Principal:
GBP7,500,000 (seven million five hundred thousand pounds), to be
drawn down in four separate Tranches.
-- Tranches 1 and 2 of GBP2m each have been drawn down as of
25(th) October 2019.
-- Tranche 3 of GBP2m may be drawn down in sub tranches of
GBP0.5m within 18 months of the draw down of Tranche 2 i.e. by 25
April 2021.
-- Tranche 4 of GBP1.5m may be drawn down in sub tranches of
GBP0.5m within 12 months of the completion of the draw down of
Tranche 3 or 31(st) December 2021, whichever is sooner.
-- Lender:
Bridge Barn Ltd, a company incorporated in England and Wales
which is wholly owned and controlled by Mr Nat le Roux.
-- Borrower:
SGZ Cononish Ltd, a 100% owned subsidiary of the Company.
-- Term:
36 months from date of draw-down of each Tranche or sub Tranche
respectively. Early repayment is at the option of the Borrower for
no penalty.
-- Interest:
Interest rate is 9.0% calculated annually (non-compounded) and
payable at the end of the 36 months term for each Tranche or sub
Tranche respectively. If the Secured Loan is repaid early, interest
will be calculated up to date of repayment.
-- Security:
Debenture over the assets and undertakings of all of the assets
of the Company's 100% owned subsidiaries, Scotgold Resources Ltd
(SC309525) and SGZ Cononish Ltd (SC569264), including the transfer
of security of the issued capital of each of the subsidiaries.
Richard Gray, CEO commented: "It is pleasing that with the
support of Nat le Roux we have been able to negotiate more
favourable and flexible terms for the Bridge Barn loan facility,
which in turn means we can minimise our finance costs as we
navigate through the uncertainties posed by the Covid 19
pandemic."
Prior amendments to the Loan Facility as previously announced
are set out below:
18 May 2018 Secured loan facility of GBP5,000,000 provided
by Bridge Barn Limited on the following terms:
* drawdown of up to GBP3,000,000 within thirty days of
1 September 2018 and the balance of GBP2,000,000 to
be drawn down within thirty days after 1 October
2018;
* repayable thirty months from earliest date of
draw-down, being 1 September 2018;
* interest at a rate of 9%, payable annually and for
six month stub period to repayment date ; and
* secured by way of Debenture over all of the assets
and undertakings of the Company's 100% owned
subsidiaries, SGZ Grampian Ltd (SC309525) and SGZ
Cononish Ltd (SC569264), including the transfer of
security of the issued capital of each of the
subsidiaries.
-------------------------------------------------------------
2 October Secured facility terms amended as follows:
2018
* period of availability of facility extended to twelve
months, with funding to be drawn down in three
tranches;
* each tranche repayable twenty four months after the
date of drawdown of that tranche; and
* interest payable annually (with no six month stub
period).
-------------------------------------------------------------
26 February Secured facility terms amended as follows:
2019
* amount available to be drawn down under the facility
increased from GBP5,000,000 to GBP6,000,000;
* number of tranches to be drawn down increased from
three to four with each tranche being available for
drawdown for the period of six months after the date
of drawdown of the preceding tranche;
* tranches comprise first and second tranches of
GBP2,000,000 each and third and fourth tranches of
GBP1,000,000 each; and
* interest on each tranche payable as at the date of
repayment of that tranche.
-------------------------------------------------------------
13 May 2019 Drawdown of first tranche of GBP2,000,000 made.
-------------------------------------------------------------
28 August Secured facility terms amended as follows:
2019
* amount available to be drawn down under the facility
increased from GBP6,000,000 to GBP7,500,000;
* tranches comprise first, second and third tranches of
GBP2,000,000 each (of which the first tranche was
drawn down on 13 May 2019) and a fourth tranche of
GBP1,500,000; and
* period of repayment of all tranches (including first
tranche drawn down on 13 May 2019) increased from 24
months after date of drawdown of that specific
tranche to 36 months.
-------------------------------------------------------------
21 October Drawdown of second tranche of GBP2,000,000 made
2019 (with interest start date and repayment reference
date set as 25 October 2019).
-------------------------------------------------------------
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
For further information please contact:
Scotgold Resources Limited Tel: +44 (0)1838 400 306
Richard Gray
SP Angel Corporate Finance LLP Tel +44 (0) 20 3470 0470
Nomad and Broker
Ewan Leggat / Charlie Bouverat
Capital Markets Consultants Tel: +44(0)7703 167 065
Financial PR
Simon Rothschild
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END
FURFLFIRSRITFII
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April 29, 2020 02:00 ET (06:00 GMT)
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