Fastjet PLC Issue of Equity & £15m Equity Finance Facility (0357H)
14 June 2013 - 4:00PM
UK Regulatory
TIDMFJET
RNS Number : 0357H
Fastjet PLC
14 June 2013
14 June 2013
Fastjet Plc
('fastjet' or the 'Company')
Issue of Equity & GBP15m Equity Finance Facility
Further to the Company's announcement on 6(th) December 2012,
fastjet (AIM:FJET) is pleased to announce that it has raised
GBP1,127,000 via a draw down on its Equity Financing Facility
("EFF") with Darwin Strategic Limited ("Darwin"), a majority owned
subsidiary of Henderson Global Investors Volantis Capital
("Henderson").
Under the terms of the EFF agreement the Company has raised
gross proceeds of GBP1,127,000 by way of the issue of 98,000,000
shares to Darwin (the "EFF Shares"). The new EFF Shares have been
issued at a price of 1.15p per share and rank pari passu in all
respects with existing ordinary shares of 1p each in fastjet.
The Company is also pleased to announce that is has signed a new
three year Equity Financing Facility ("New EFF") of up to GBP15m
with Darwin. Terms of the New EFF can be found at the bottom of
this announcement. The Company's original EFF dated 22(nd) November
2012, has now accordingly been cancelled.
Ed Winter, Chairman & Chief Executive Officer of fastjet,
said: "We have very successfully used the EFF provided by Darwin
and Henderson on a number of occasions and believe the facility is
the best of its kind in the market. It offers us the flexibility to
raise capital at our discretion in a highly efficient and cost
effective manner allowing us to maximise value for our
shareholders."
Application has been made to the London Stock Exchange for the
98,000,000 EFF Shares to be admitted to trading on AIM. It is
expected that the admission will become effective and that trading
in the EFF Shares will commence on 19 June 2013 ("Admission").
Following Admission, the Company's enlarged issued share capital
will comprise of 2,608,563,414 ordinary shares with voting rights.
This figure of 2,608,563,414 ordinary shares may 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.
ENDS
For further information, please contact:
fastjet Plc Tel: +44 (0) 20 3651 6355
Ed Winter
Angus Saunders
Geoffrey White
W.H. Ireland Ltd. Tel: +44 (0) 20 7220 1666
James Joyce
Nick Field
Darwin Strategic Ltd. Tel +44 (0) 20 7491 6512
Anand Sambasivan
Jamie Vickers
Citigate Dewe Rogerson Tel: +44 (0) 20 7638 9571
Angharad Couch
Sally Marshak
Eleni Menikou
Equity Financing Facility
The subscription price for any Ordinary Shares to be subscribed
by Darwin will be set with reference to the average of the three
lowest Closing Bid Prices in the period following the issue of the
subscription notice.
fastjet is able to specify in each subscription notice a minimum
price below which Ordinary Shares will not be issued to Darwin. The
Group will have the right (with the consent of Darwin) to modify
that minimum price at any time during the relevant Pricing
Period.
The number of Ordinary Shares which may be issued under any
individual subscription notice may be up to the lower of 25 per
cent of the Group's issued share capital following completion of
the relevant subscription, or four times the average daily trading
volume of fastjet's Ordinary Shares over the 15 trading days
preceding the issue of the relevant subscription notice. This may
be reduced in certain circumstances, including where the minimum
price is not maintained.
The maximum amount of an individual subscription notice may not
exceed GBP500,000 without Darwin's permission. Darwin is entitled
to a commission of up to 5 per cent of amounts subscribed but may
agree with fastjet in lieu thereof for the subscription price for
the Ordinary Shares to be discounted by 5 per cent.
There is also an over-allotment facility available to fastjet,
under which the Group may authorise Darwin, at Darwin's discretion,
to increase the amount of the draw down by up to the aggregate
undrawn amount under the EFF. Darwin may direct allotments under
the EFF to its parent fund, Henderson Volantis.
Darwin and fastjet may mutually agree at the end of the pricing
period to a variation of subscription price. This may allow for a
larger subscription via any over-allotment facility authorised by
the Group.
The issuance of a Subscription Notice is conditional upon the
satisfaction of certain Subscription Notice Conditions which have
been agreed between Darwin and fastjet. Any subscription notice
which fastjet may issue will only be valid to the extent that it
has the requisite shareholder authority to issue the maximum number
of Ordinary Shares that Darwin may be required to subscribe under
the relevant subscription notice.
Darwin and fastjet may terminate the EFF agreement if certain
conditions are not met.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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