Settlement of CLG Convertible Loan Notes
Technology Minerals Plc has settled its disputed convertible loan note position with CLG Capital LLC for £700,000, a reduction from the asserted claim of approximately £1.0 million, thereby completing the restructuring of its legacy convertible loan note liabilities. This settlement, combined with prior agreements, has resulted in aggregate discounts of approximately £1.5 million across three principal loan note positions, reducing the residual legacy exposure from £6.8 million to longer-dated term loan arrangements of approximately £2.293 million. The CLG settlement involves £300,000 in ordinary shares, £368,000 in a term loan note, and £32,000 in cash, providing a cleaner capital structure to execute the Mantle strategy.
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Technology Minerals Plc (LSE: TM1), the UK listed company focused on building national resource and manufacturing resilience, is pleased to announce that it has agreed terms for the settlement of its disputed convertible loan note position with CLG Capital LLC ("CLG"), completing the restructuring of the Company's legacy convertible loan note ("CLN") liabilities.
Highlights
| · | Settlement of the CLG position for £700,000, against an asserted claim of approximately £1.0 million |
| · | Completes the restructuring of the Company's principal legacy CLN liabilities |
| · | Across the three principal CLN positions (Jonathan Swann, Atlas and CLG), aggregate discounts of approximately £1.5 million have been secured |
| · | Combined with earlier capitalisations and cash settlements, the residual legacy CLN exposure has been reduced from £6.8million to longer-dated term loan arrangements of approximately £2.293 million |
Completion of legacy CLN restructuring
The CLG settlement represents an important step in the repositioning of the Company - the final element of the Company's restructuring of its legacy convertible loan notes. As previously announced, settlements have already been concluded with Jonathan Swann and Atlas. Taken together, the three settlements have delivered aggregate discounts of approximately £1.5 million against original contractual and asserted positions totalling approximately £6.8 million, with a substantial portion of the residual liabilities capitalised into equity or placed onto longer-dated term loans.
The Board considers that this completes the initial phase of the Company's balance sheet reset and provides a cleaner, more sustainable capital structure from which to execute the Mantle strategy.
CLG settlement
The Company had previously received approximately £600,000 from CLG under earlier convertible bond arrangements. A dispute subsequently arose; CLG asserted a claim of approximately £1.0 million. Under the settlement deed now agreed:
| · | The total settlement sum is £700,000; |
| · | £300,000 is to be satisfied by the delivery of ordinary shares in the Company at nominal value (subject to a three-month lock-up, which may be waived by the Company in the event of sufficient market demand, followed by a three-month orderly market period); |
| · | £368,000 is to be satisfied by the issue of a term loan note; |
| · | £32,000 is payable in cash (with a provision, at the company's sole discretion, to reduce the term loan note by up to £68,000 within 90 days). |
The Company will make a further announcement about arrangements for the delivery of the ordinary Shares and the resulting total voting rights.
Nick Bridle, Chief Operating Officer, said: "The CLG settlement marks the end of the initial phase of our relaunch. Over recent months we have secured material discounts across our legacy convertible instruments, capitalised a significant portion of the residual liabilities and placed the balance onto manageable term debt. Combined with our recent successful fundraise of approximately £2.15 million, the result is a fundamentally stronger balance sheet and the removal of a material overhang. These settlements form part of a new, disciplined approach to capital structure and balance sheet management as we reposition the Company under the Mantle strategy. We are grateful to all counterparties for the constructive manner in which these agreements have been reached."
Further announcements will be made as appropriate in respect of the issue of shares and any related total voting rights updates.
| Technology Minerals Plc Alex Stanbury, Chief Executive Officer | c/o +44 (0)20 4582 3500 |
| Oberon Investments Limited Nick Lovering, Adam Pollock | +44 (0)20 3179 5300 |
| Gracechurch Group (Financial PR) Harry Chathli, Alexis Gore, Rebecca Scott | +44 (0)20 4582 3500 |
About Technology Minerals Plc
Technology Minerals' Mantle Strategy
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.