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Servision PLC Regulatory News (SEV)

Regulatory News for Servision PLC (SEV)

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Variation of Loan Agreement and SEDA and Draw Down

Fri, 8th Jul 2016 10:00

RNS Number : 6669D
SerVision plc
08 July 2016

8 July 2016


SerVision plc

("SerVision" or the "Company")


Variation of Loan Agreement and SEDA with YA and further Draw Down of $786,500


SerVision (AIM: SEV), the AIM quoted developer and manufacturer of digital security systems, announces that on 7 July 2016 it entered into a deed of amendment (the "Deed of Amendment") whereby YA II PN Ltd (formerly, YA Global Master SPV Ltd) ("YA") and SerVision agreed to amend the terms of their existing loan agreement (the "Loan Agreement") and the Standby Equity Distribution Agreement ("SEDA"). The variation to the Loan Agreement has, inter alia, resulted in an increase in the maximum amount that can be advanced by YA to the Company from £1,000,000 to a total of £3,000,000.


Variation to Loan Agreement and SEDA with YA


As announced on 1 September 2014, the Company entered into the Loan Agreement with YA Global Master SPV Ltd and Yorkville and Yorkville Advisors Global, LP ("Yorkville"), a designee of YA Global Master SPV Ltd for a loan facility of up to £1 million backed by the SEDA. The Loan Agreement has been amended and supplemented subsequently pursuant to deeds of amendment dated 18 August 2014 and 13 August 2015. To date the Company has not drawn on the SEDA and it does not intend to do so at the current time. Details on the SEDA facility were contained in the announcement released by SerVision on 1 September 2014.


On 7 July 2016, SerVision entered into the Deed of Amendment with YA to amend the Loan Agreement and the SEDA. Pursuant to the terms of the Deed of Amendment, YA has agreed to lend to the Company up to a maximum aggregated amount of £3 million. In addition, the SEDA was amended to extend the commitment period by one year to 11 November 2017. The interest rate payable on the outstanding amount of the loan is 12% per annum. The parties have also agreed to convert the denomination of the loan from GBP to US$ at a GBP to USD exchange rate equal to 1.30.


As at the date of this announcement a total of £825,000 had previously been drawn down by SerVision under the Loan Agreement dated 11 November 2013, leaving an unused amount of £175,000. Following the Deed of Amendment being entered into and before the further draw down detailed below, the total amount remaining unused under the Loan Agreement was £2,175,000 (equivalent to $2,827,500).


As at the date of this announcement a total of £55,252.95 is outstanding under the Loan Agreement and this amount is being re-paid from the net proceeds of the draw down as detailed below.


Draw down under the Loan Agreement


On 7 July 2016, immediately following the entering into of the Deed of Amendment, SerVision requested a drawdown of a principal amount of $786,500 under the Loan Agreement, being the fourth draw down in total under the Loan Agreement. The funds were received by SerVision on 8 July 2016.


Pursuant to the conditions within the Deed of Amendment and the Loan Agreement, SerVision has agreed:


-     That the outstanding principal under the Loan Agreement shall be capable of conversion into new ordinary shares in SerVision. Conversion shall be at the sole election of YA. The conversion price shall be calculated by reference to 80% of the average of the three lowest daily VWAPs during the 10 business days preceding the date that YA delivers a conversion notice. In no event shall the conversion price be lower than 3 pence;

-     To pay a fixed implementation fee of $32,825 to YA in connection with the further drawn; and

-     To pay an implementation fee of $130,000 to YA for the extension to the maximum amount to be loaned and the SEDA extension.

The net proceeds of the draw down payable to the Company are $551,846, this being after deduction of the implementation fees detailed above and the repayment of the outstanding amount under the Loan Agreement. The net proceeds from the draw down will be used for general working capital purposes.


The repayment schedule for the principal drawn down on 7 July 2016 under the Loan Agreement is 11 equal monthly instalments of $40,200 of the principal together with accrued interest, with the remaining balance payable on 6 July 2017.   




SerVision plc

+972 2535 0000

Gidon Tahan, Chairman and CEO


Allenby Capital Limited (Nominated Adviser and Joint Broker)

+44 (0)20 3328 5656

Nick Athanas / James Reeve / Richard Short


Beaufort Securities Limited (Joint Broker)

Elliot Hance

+44 (0)20 7382 8300


Cadogan Leander (Financial PR)

Christian Taylor-Wilkinson

+44 (0)7795 168 157



Notes to Editors


SerVision is a pioneer in the field of security communications technology and a leading developer and manufacturer of fully integrated video recording and transmission systems for homeland security and transportation applications. The Company's core technology is proprietary video compression which is optimised for streaming real-time video over any type of cellular or narrowband network.

This information is provided by RNS
The company news service from the London Stock Exchange

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