JADE ROAD INVESTMENTS
LIMITED
("Jade Road Investments",
"JADE" or the "Company)
Investment Commitment, Equity
Fundraising and Convertible Loan Notes
Issuance
Jade Road Investments Limited
(AIM:JADE), the London quoted investment company that looks to
provide investors exposure to alternative investments which aim to
offer higher returns and lower risk than traditional asset classes,
is pleased to announce it has today entered into an investment
commitment with Woollard & Hall Ltd ("WH"), a company incorporated in England
and Wales ("Commitment
Letter")
pursuant to which the Company commits, subject to the satisfaction
of certain conditions, to invest in (a) Unique Property Investment Group
Ltd; and (b) WestOne
Capital Group Ltd (together, the "Target Companies").
The Target Companies target
high-yield, secure investment opportunities in real estate
including the assisted living sector in the UK and strong high-end
real estate markets Internationally.
WH is a strategic partner of the Target
Companies and the parties (including
the Company) have
agreed to combine their diversified investment strategies together
and structure their investment model through the Company. The Company's commitment to make such investments
is conditional on, amongst others, (1) completion of the
Fundraising (as defined below) (which may complete in tranches and
the Company will only make the investments upon relevant tranches
of the Fundraising completing); (2) satisfactory legal and
financial due diligence being conducted in relation to the proposed
investments; and (3) compliance with the AIM Rules including being
in compliance with the Company's investing policy.
Any new investments will act as a
catalyst to repositioning JADE's investment focus into a diversified
property portfolio.
In light of the agreement reached
with WH, the Company
is seeking to undertake a new round of equity fundraising,
(the "Fundraising") and which may complete in a number of tranches. It is
expected that new ordinary shares to be issued in relation to
initial tranches of the Fundraising will be issued pursuant to the
general authority granted to the directors of the Company in the
last annual general meeting.
As a precursor to the
Fundraising, the Company has today constituted up to
£250,000 of zero coupon
unsecured convertible loan notes, convertible into ordinary shares
in the capital of the Company, with a maturity of 12 months and a
conversion price of 1p ("Convertible Loan
Notes") which
represents a significant premium to JADE's current share price, and
pursuant to a subscription agreement entered into today between the
Company and WH, the
Company has conditionally agreed to issue to WH £250,000 in
principal value of Convertible Loan Notes, which are convertible to
ordinary shares of the Company at the option of either the Company
or WH within a
12-month period from the date of issuance.
As a result of the proposed change in
direction the Company no longer proposes to seek any further
convertible loan issuance via its previously announced partnership
with MBM Limited.
Further announcements will be released
to update on further tranches of the Fundraising completing as well
as updates on target investment opportunities.
John Croft, Chairman of JADE
commented:
"We are delighted to be working with
the WH Group providing a platform to deliver their vision of
investing in high-yielding and secure investment opportunities in
the UK real estate sector.
For further information, please
contact:
Jade Road Investments
Limited
+44 (0) 778 531 5588
John Croft
Zeus Capital Limited - Nominated
Adviser
+44 (0) 203 829 5000
James Joyce /
Andrew de Andrade
This announcement contains inside
information for the purposes of Article 7 of the UK version of
Regulation (EU) No 596/2014 which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018, as amended. Upon the
publication of this announcement via a Regulatory Information
Service, this inside information is now considered to be in the
public domain