RE: Trade18 Jan 2024 17:57
Following the recent share price weakness the shares for the Jan-24 Coupon and Repayment are going to be issued at well below the Initial Conversion Price (£1.1875). I think we may even end up back at the £0.95 Offer Price (90% of Market Price), so lots more shares for Heights. My workings suggest total payment of £3.23m, which at £0.95 would be 3.4m new shares issued compared with 2.72m shares if they had been issued at £1.1875. An extra 680,000 shares for Heights.
On a similar topic, having refreshed my understanding of the Bond Agreement, the next quarterly repayment looks extremely important. The Convertible Bond terms allow for the Conversion Price to be reset downwards at the next quarterly repayment date (20 Apr 24) to the higher of the Offer Price (£0.95) and the then current Market Price (measured by 15-day VWAP). If there is a Reset Conversion Price then that stands to the end of the 5-year term unless the Company is able to execute a Reset Clawback by no later than 20-Jan-25. A Reset would take the Conversion Price back to the original £1.1875. To Reset would require the daily VWAP over 20 trading days within a 30 consecutive day period to be greater than 130% of the Initial Conversion Price share price (i.e. above £1.54375).
Happy for anyone to correct the above if your understanding is different. It does suggest to me that, in the absence of any news that breaks the current SP impasse, the next quarterly repayment date could, if there is a Reset Conversion Price have very material benefits to Heights if we stay around the current share price levels. At the moment the Market Price has to be above £1.3194 to issue shares for repayment/coupon at £1.1875 (the 90% Market Price). If a Reset occurs we'd have to get 30% above the Initial Conversion Price (£1.54375) to execute a Reset Clawback back down to £1.1875, that would bake in a 30% return for Heights (ignoring spread and assuming immediate sale).
Whether we are able to trigger the Clawback or not it looks to me, assuming the share price were to stay at the current level, like either way Heights would enjoy closer to 20% extra shares each repayment/coupon as a penalty for being able Reset the Conversion Price.
Hopefully positive news flow includes significant cash inflows to be able to switch to cash repayment and coupon asap.