Member Info for Twohits

Nelson's lost an eye...

No it wasn’t, it was an “O” trade reported today at 1715.

FJ is a whining little ***, have him on filter, as with BiB and Fosters, much easier that way. Don't need to read the bleating drivel of jaded fools...

PREM is and always has been a dog, it's a company that George Roach uses to finance his lifestyle with the promise of jam tomorrow. KOD is not like PREM. Just look through the financial statements - Roach bleeds that company dry, Bernie does nothing of the sort here.

“A family holiday to the maldives”

Hahaha!

*imminent

Details don' t seem to be your thing, so I'll precis the proposed agreement for you.

The security is over a newco established for the gold assets called jigsaw.

The CLN if it's going to be converted is at a 30% premium to the 5 day VWAP - so accretive not dilutive. Eg. If 5-day VWAP price is 0.3, they have convert at 0.39p

The shares cannot be converted in the first 12 months of the loan.

So again, what are you 2 prattling on about eminent dilution spiking people here?

"A Monetising Event is defined to include:

a) an IPO, or admission of the shares of Jigsaw (and including any holding company of that entity) to trading on a relevant exchange, or

b) completion of a reverse takeover resulting in the shares of Jigsaw (and including any holding company of that entity) being admitted to trading on a relevant exchange, or

c) any commercial arrangements designed to extract economic value for a material portion of the Gold Assets (including, without limitation, a disposal to a third party on arm's length terms or a joint venture), a material portion being defined as 25% or more.



The Investor retains the right, but not the obligation, to convert part or whole of the outstanding balance of the Funding Amount drawn down, up to a maximum of US$1.25m, into new shares of Jigsaw prior to completion of a first Monetising Event, for a maximum interest of 20% in Jigsaw. This option will expire if not exercised at the earlier of (i) the Investor refusing a draw down request for the second tranche; and (ii) immediately prior to completion of a first Monetising Event.



Each tranche of the CLN will be convertible at the election of the Investor into new Ordinary Shares of Kodal at any time, in whole or part, during the Repayment Term, except in certain circumstances as set out below. The conversion price will be set as 130 per cent. of the Company's 5-day VWAP (volume weighted average price) immediately preceding the date of drawdown of each tranche ('Closing Price'). Such conversions cannot be made:

a) while a balance of the pre-existing convertible loan note remains due to YA II PN and RiverFort Global Opportunities PCC Limited, as announced 15 July 2020 and updated 27 October 2020, of which $600,000 of convertible loan notes currently remain outstanding; and

b) during first 12 months of the Repayment Term unless on the date of conversion the closing prices of the Company's ordinary shares in the immediately preceding three trading days has been equal to or greater than two times the relevant Closing Price."

"A Monetising Event is defined to include:

a) an IPO, or admission of the shares of Jigsaw (and including any holding company of that entity) to trading on a relevant exchange, or

b) completion of a reverse takeover resulting in the shares of Jigsaw (and including any holding company of that entity) being admitted to trading on a relevant exchange, or

c) any commercial arrangements designed to extract economic value for a material portion of the Gold Assets (including, without limitation, a disposal to a third party on arm's length terms or a joint venture), a material portion being defined as 25% or more.



The Investor retains the right, but not the obligation, to convert part or whole of the outstanding balance of the Funding Amount drawn down, up to a maximum of US$1.25m, into new shares of Jigsaw prior to completion of a first Monetising Event, for a maximum interest of 20% in Jigsaw. This option will expire if not exercised at the earlier of (i) the Investor refusing a draw down request for the second tranche; and (ii) immediately prior to completion of a first Monetising Event.



Each tranche of the CLN will be convertible at the election of the Investor into new Ordinary Shares of Kodal at any time, in whole or part, during the Repayment Term, except in certain circumstances as set out below. The conversion price will be set as 130 per cent. of the Company's 5-day VWAP (volume weighted average price) immediately preceding the date of drawdown of each tranche ('Closing Price'). Such conversions cannot be made:

a) while a balance of the pre-existing convertible loan note remains due to YA II PN and RiverFort Global Opportunities PCC Limited, as announced 15 July 2020 and updated 27 October 2020, of which $600,000 of convertible loan notes currently remain outstanding; and

b) during first 12 months of the Repayment Term unless on the date of conversion the closing prices of the Company's ordinary shares in the immediately preceding three trading days has been equal to or greater than two times the relevant Closing Price."

"The Funding Proposal is structured as a secured convertible loan note, with Kodal providing security over the shares of its subsidiary company, Jigsaw Resources CIV Bermuda ('Jigsaw'), that will hold the Gold Assets. The shares in Jigsaw will pledged by the Company in favour of the Investor pursuant to a Bermudan law share pledge agreement.

The Funding Amount will be drawn down in two tranches of US$1.1m at the discretion of the Company and with the drawdown of the second tranche being subject to the consent of the Investor. In addition to the first drawdown of US$1.1m, an additional US$0.3m will be deemed to have been advanced on the date of the first drawdown representing the amount previously funded by the Investor to Kodal, as detailed in the Company's announcement of 17 December 2020 (i.e. a total of USD$1.4m will be outstanding under the CLN on the date of the first drawdown with the original $0.3m advance considered repaid).

The CLN is for 24 months from drawdown of the first tranche (the 'Repayment Term'), with the principal outstanding after 18 months to be repaid over the next six months in six equal amounts. Interest of 10% per annum will be rolled up and payable 24 months from drawdown of the first tranche. Such interest will not be payable on any amounts which are converted by the Investor into shares in Jigsaw. A 5% implementation fee will be charged on each drawdown of US$1.1m. The Company can repay the CLN in cash early with the Investor's consent subject to an additional 10% fee.

The Company's objective in the exploration and development of the Gold Assets is to realise a significant valuation of the Gold Assets through a 'Monetising Event'. A Monetising Event is defined to include:

a) an IPO, or admission of the shares of Jigsaw (and including any holding company of that entity) to trading on a relevant exchange, or

b) completion of a reverse takeover resulting in the shares of Jigsaw (and including any holding company of that entity) being admitted to trading on a relevant exchange, or

c) any commercial arrangements designed to extract economic value for a material portion of the Gold Assets (including, without limitation, a disposal to a third party on arm's length terms or a joint venture), a material portion being defined as 25% or more.

The Investor retains the right, but not the obligation, to convert part or whole of the outstanding balance of the Funding Amount drawn down, up to a maximum of US$1.25m, into new shares of Jigsaw prior to completion of a first Monetising Event, for a maximum interest of 20% in Jigsaw. This option will expire if not exercised at the earlier of (i) the Investor refusing a draw down request for the second tranche; and (ii) immediately prior to completion of a first Monetising Event. "

"Correct Saul, a second tranch of $2.5 million coming for financing the gold exploration, all to be converted to shares"

So you've seen the terms of the deal have you ?

What are you talking about RF ha e millions to sell. The shares they have to go (if they haven’t forward sold) are a tiny fraction of the volume already today. Stop trying to sound enlightened.

Long way to go here

Told you the reddit crew were coming...

Reddit crew getting excited again with their incoming stimulus money. This has been on their radar.

Loads of reddit punters...

Lol

This is getting a following on reddit...

£1 x 12 bn shares = £12bn; maths, inter alia, clearly not your strong point pal...

If you’d bought at the absolute peak you’d be down 80% to here. So as well as being dreadful timing, you’d also have to have traded it like an imbecile. Anyway 20/100 day EMA golden cross today, onwards and upwards!