Convertible Loan Financing
25 July 2008 - 9:09PM
UK Regulatory
Convertible Loan Financing
HIDEFIELD GOLD PLC
CONVERTIBLE LOAN FINANCING
RELATED PARTY TRANSACTION
The Directors of Hidefield Gold plc ("Hidefield" or the "Company")
announce that the Company has reached agreement with Hamilton Capital
Partners Limited ("Hamilton"), a company with which Kenneth Judge,
Chairman of the Company, is associated, for Hamilton to provide a
convertible loan facility of up to �1,000,000 to the Company.
The principal terms of the convertible loan facility, which are set
out in a convertible loan agreement signed by the Company on 25 July
2008 (the "CLA"), are as follows:
* The maximum facility amount is �1,000,000;
* Interest will accrue on advances made at a rate of LIBOR (UK) plus
3 per cent.;
* Hamilton has the right to invite third parties to participate in
providing advances to the Company under the terms of the CLA up to
the maximum facility amount;
* An existing advance made by Hamilton to the Company of US$250,000,
together with accrued interest, shall be treated as the initial
advance under the terms of the CLA;
* Additional advances shall be jointly agreed by Hamilton (and any
other lender under the CLA) and shall not exceed �150,000 in any
one month period;
* Hamilton (and any other lender under the CLA) shall have the right
to convert advances made into ordinary shares of 1p each in the
Company at a price of 3p per share; and
* The latest repayment date for all advances made (together with
accrued interest), which have not been converted into ordinary
shares, is 31 December 2009.
As a result of Kenneth Judge's association with Hamilton the CLA
constitutes a related party transaction in accordance with AIM Rule
13. The independent directors, having consulted with the Company's
nominated adviser, Hanson Westhouse Limited, consider that the terms
of the CLA are fair and reasonable insofar as shareholders are
concerned.
Kenneth Judge, through Hamilton, is currently interested in
21,961,675 ordinary shares in Hidefield, representing 7.98 per cent.
of the issued share capital. In the event that Hamilton converts all
or part of its advances made under the terms of the CLA, Hamilton's
interest in the share capital of the Company would increase and an
appropriate announcement would be made.
The independent directors understand that Hamilton intends to invite
third parties to participate in providing advances to the Company
under the CLA. In this event, Hamilton's interest in the convertible
loan facility would reduce and an appropriate announcement would be
made.
Enquiries:
Hidefield Gold Plc
Ken Judge, Chairman + 44 773 300 1002
Investor Relations + 44 20 7590 5503
Paul Ensor
Hanson Westhouse Limited (Nomad) + 44 113 246 2610
Tim Feather / Matthew Johnson
Landsbanki Securities (UK) Ltd (Broker) + 44 20 7426 9000
Tom Hulme
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