RE: BMN RNS29 Mar 2022 13:00
Update on the VRFB Holdings Limited ("VRFB-H") investment by Mustang Energy Plc ("Mustang")
Bushveld Minerals Limited (AIM: BMN), the AIM-quoted, integrated primary vanadium producer and energy storage solutions provider, with ownership of high-grade assets in South Africa, hereby provides a further update, following the announcement on 25 March 2022.
1. Bushveld, Mustang, VRFB-H, Bushveld Energy Limited and Acacia Resources Limited entered into an Amendment Deed relating to the Investment Agreement dated 26 April 2021 and as amended and restated on 18 January 2022, in terms of which the date by which the Mustang CLNs noteholders must exercise of the Backstop arrangement was extended to five business days of 31 July 2022 (if Mustang is not readmitted to listing and trading on the Standard List of the London Stock Exchange ("LSE") by 31 July 2022);
2. Bushveld issued a convertible loan note ("BMN CLNs") to Primorus Investments Plc ("Primorus") on 28 March 2022 pursuant to the previously announced Backstop arrangement with Primorus and Mustang. The conversion mechanism for the BMN CLN was set out in the Company's announcement on 19 January 2022 and the relevant supplementary details are as follows:
· The nominal amount of the BMN CLNs is £1,208,988, being the nominal value of the Mustang CLNs issued to Primorus of US$1.5 million plus interest accrued thereon as at 28 March 2022 of US$136,849.32 (being an aggregate amount of US$1,636.849.32), converted at an exchange rate of US$1.3539/GBP;
· Unless previously redeemed by the Company, and subject to a conversion notice being received by the Company at least three business days prior to the relevant conversion date, a tranche consisting of one sixth of the aggregate amount of the BMN CLNs may be converted by Primorus into BMN shares at any time within a conversion period (the six conversion periods being: 28 February 2022 to 14 April 2022; 15 April 2022 to 14 July 2022; 15 July 2022 to 14 October 2022; 15 October 2022 to 16 January 2023; 17 January 2023 to 14 April 2023;15 April 2023 to 14 July 2023) at a conversion price of £0.098987, being the volume weighted average price of a share as shown on Bloomberg over the 20 trading days prior to (and excluding) 28 February 2022.
3. Mustang has cancelled the Mustang CLNs issued to Primorus on 26 April 2021 and issued US$1,500,000 10 per cent convertible loan notes to Bushveld, subject to and with the benefit of the provisions contained in the Loan Note Instrument entered into by Mustang on 26 April 2021 as amended and restated on 18 January 2022 and as further amended and restated between Mustang and the CLNs noteholders on 28 March 2022. The conversion price of the Mustang CLNs is £0.18; and
4. Mustang will pay Bushveld a Backstop Fee of US$32,737