RE: Motive Television27 May 2015 08:20
[MTV]
The Company announces that, on 26 May 2015, it received a Conversion Notice from Bergen Global Opportunity Fund, LP ("Bergen") pursuant to the Convertible Securities Issuance Deed between Motive and Bergen dated 12 May 2014 (the "Deed") to exercise its right to convert £180,000 of existing debt into equity (the "Conversion"). Accordingly, the Company has allotted 1,636,363,636 ordinary shares of £0.00005 ("Ordinary Shares") at a price of £0.00011 per share to Bergen ("New Ordinary Shares").
Under the terms of the Deed, Bergen has agreed to certain, substantial, limitations on its ability to dispose of the shares following a conversion of the Convertible Securities. Additionally, Bergen does not, and has agreed not to, and to cause its affiliates not to, short-sell the Company's Ordinary Shares.
The Company has also entered into a deed of amendment in relation to the Deed. Under the amendment, the currently outstanding nominal amount of the first convertible security previously issued under the Deed has been amended from £780,020 to £821,838 (and shall be £641,838 following the Company meeting its obligations under the Deed in relation to the Conversion), in consideration of Bergen foregoing certain rights under the Deed.
All the other terms of the Deed remain as previously announced.
The issue is conditional, inter alia, upon admission of the 1,636,363,636 Ordinary Shares to trading on AIM. The shares will rank pari passu with the existing issued Ordinary Shares.
Application will be made for the shares to be admitted to trading on AIM. Admission is expected to become effective and dealings are expected to commence on AIM on 1 June 2015. Following the issue of the shares, the Company will have 18,523,088,789 Ordinary Shares in issue.