Anglo African Oil & Gas plc is pleased to announce it has entered into an unsecured convertible loan facility (the “Facility”) with Riverfort Global Opportunities PCC Ltd (the “Lender”) for an amount of up to £1,500,000 (the “Commitment Amount”).

The key terms of the Facility are as follows:

First drawdown of £160,000 to be advanced to the Company today;

Further drawdowns of £100,000 per month (the “Drawdowns”) to be mutually agreed between the Company and the Lenders up to the Commitment Amount;

Commitment fee of £7,500 added to the principal outstanding and convertible on the same terms;

Each Drawdown is interest free but attracts a 7% drawdown fee to be added to the principal amount outstanding and convertible on the same terms;

Each Drawdown shall be repayable 12 months from its issuance;

All Drawdowns and fees associated with them shall be convertible into ordinary shares in the capital of the Company (“Ordinary Shares”) at the lower of:

  • 135% of the 5 day volume weighted average price (“VWAP”) per Ordinary Share on the date preceding the Drawdown;
  • the price at which AAOG issues any Ordinary Shares to persons other than the Lenders (the lower of the preceding two bullet points being the “Fixed Conversion Price”); and
  • 91% of the lowest daily VWAP over the 8 trading days immediately preceding a notice of conversion.

The Company may redeem any amounts owed under the Facility earlier than the repayment date for a fee of 10% of the aggregate value of all Drawdowns still repayable. Such early redemption may only occur provided that the 5-day VWAP per Ordinary Share is less than the Fixed Conversion Price;

The Lenders shall receive warrants to subscribe for such number of Ordinary Shares as is equal to 25% of each Drawdown with an exercise price at a 30% premium to the 5 days VWAP prior to such Drawdown, exercisable within 48 months from the date of issuance.

The Lenders undertake not to hold a net short position in respect of the Ordinary Shares for the duration of the Facility.

Any funds advanced under the Facility will be used to support the Company’s ongoing working capital as it pays down creditors and seeks to secure reverse takeover opportunities in keeping with its status as an AIM Rule 15 Cash Shell.

 

Source: Petroleum Africa

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