Xtract Resources plc YAII EQ Loan Note Conversion (5982I)
20 June 2017 - 7:56PM
UK Regulatory
TIDMXTR
RNS Number : 5982I
Xtract Resources plc
20 June 2017
For immediate release
20 June 2017
Xtract Resources Plc
YA II EQ Loan Note Conversion
The Board of Xtract Resources Plc ("Xtract" or the "Company")
announces that the Company received on 19 June 2017 a conversion
notice from YA II EQ, Ltd. (the "Investor") to convert US$102,663
of the outstanding Convertible Loan.
Convertible Loan Background
As announced on the 5 April 2017, the Company and the Investor
agreed inter alia that the outstanding balance owed under the
Convertible Loan amounted to US$1.04 million (the "Balance"). In
respect of US$0.52 million of the Balance, the Company agreed to
make 9 monthly cash payments of principal and interest beginning on
1 July 2017 and in respect of US$0.52 million of the Balance, the
Company agreed to pay such amount on 1 April 2018, plus any accrued
and unpaid interest thereon, to the extent that any such amount had
not been previously discharged through conversion into new ordinary
shares of the Company by the Investor who may at any time until 1
April 2018, convert all or any of the amount then outstanding under
the Balance into new fully paid Xtract ordinary shares at a
conversion price equal to a 15% discount to the average volume
weighted average price of Xtract ordinary shares ("VWAP") during
the 10 business days prior to the conversion date subject to a
floor price of 0.012p per share.
Conversion Notice
On 19 June 2017, the Company received a conversion notice from
the Investor to convert U$100,000 of the Balance, together with
interest of US$2,663, at a conversion price of 0.0012p (equal to
the above floor price) ("Conversion Notice").
As previously announced, at the annual general meeting of the
Company ("AGM") to be held on 22 June 2017, shareholders are being
asked to consider, and if thought fit, passing inter alia the
Capital Reorganisation comprising two elements:
-- Consolidation - Every 200 Existing Ordinary Shares will be
consolidated into one ordinary share of 2 pence (a "Consolidated
Share").
-- Subdivision - Immediately following the Consolidation, each
Consolidated Share will then be sub-divided into one new ordinary
share of 0.02 pence ("New Ordinary Share") and twenty-two New
Deferred Shares of 0.09 pence.
If the resolution to approve the Capital Reorganisation is
passed the Capital Reorganisation will become effective immediately
following close of business on 22 June 2017. The New Ordinary
Shares arising on implementation of the Capital Reorganisation will
have the same rights as the Existing Ordinary Shares, including
voting and other rights. Application has been conditionally made
for the New Ordinary shares to be admitted to trading on AIM with
effect from 8.00am on 23 June 2017.
Accordingly:
(i) Assuming the Capital Reorganisation proceeds, the Company will issue
3,342,537 New Ordinary Shares to the Investor pursuant to the
Conversion Notice ("New Conversion Shares"). Application will be
made by the Company for admission to trading on AIM of the New
Conversion Shares, which will rank pari passu with all New Ordinary
Shares to be issued pursuant to the Capital Reorganisation, with
Admission of the New Conversion Shares expected to occur on or
around 26 June 2017 and the enlarged issued share capital will be
175,648,572 New Ordinary Shares;
OR
(ii) In the event that the Capital Reorganisation does not
proceed, the Company will issue 668,507,333 Existing Ordinary
Shares to the Investor pursuant to the Conversion Notice ("Old
Conversion Shares"). Application would then be made by the Company
for admission to trading on AIM of the Old Conversion Shares, which
would rank pari passu with all Existing Ordinary Shares, with
Admission of the Old Conversion Shares expected to occur on or
around 26 June 2017 and the enlarged issued share capital will be
35,129,750,313 Existing Ordinary Shares.
A further announcement will be made in due course.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation No. 596/2014 on market abuse.
Enquiries:
Xtract Resources Colin Bird, Executive +44 (0)203 416
Plc Chairman 6471
Michael Cornish +44 (0)207 628
Beaumont Cornish Felicity Geidt 3369
Email: corpfin@b-cornish.co.uk
+44 (0)207 382
Beaufort Securities Jon Belliss 8300
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
END
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