9 Sep 2016 07:00
9 September 2016
Byotrol plc
("Byotrol" or the "Company")
Proposed Revision to Loan Notes
Byotrol, the specialist anti-microbial technology company, announces that it has convened a meeting of the holders of the convertible loan notes (the "Loan Notes"), which were issued to certain new and existing investors in the Company, as well as certain Directors of the Company (the "Noteholders"), on 20 December 2013.
The purpose of the meeting, to be held on 30 September 2016, is to agree an amendment to the terms of the Loan Notes. Specifically, it is proposed that the Noteholders agree to rollover the maturity of the Loan Notes, which was originally set at three years, being the 20 December 2016. Ahead of this date, it is proposed that the Loan Notes be extended by a further two years, resulting in total term of the Loan Notes of five years. All other terms remain the same as summarised below.
The Loan Notes are senior in ranking, unsecured and convertible at investors' option into ordinary shares in the capital of the Company ("Ordinary Shares") at a price of 3.7p per Ordinary Share (the original conversion price was 5.46p per Ordinary Share which has since automatically rebased per the original terms of the Loan Notes, pursuant to a dilution adjustment following two fundraisings completed by the Company). The Loan Notes carry a coupon of 10 per cent. per annum, payable quarterly in arrears.
As previously notified to the market, the Company will receive a significant injection of cash in the second half of the current financial year. The Directors believe, having consulted with a number of shareholders, that repaying the loan notes is not the best use of the Company's cash resources at this time.
Based on the issue size of £380,000, the Loan Notes would, if converted, represent approximately 10,173,854 Ordinary Shares, amounting to 3.79 per cent. of the current issued share capital of the Company.
The following Directors hold Loan Notes as described below:
Name | Loan Notes subscribed for in December 2013 | Number of Ordinary Shares to be issued if Loan Notes are converted | Existing number of Ordinary Shares held | Percentage holding following conversion of the Loan Notes |
David Traynor | £50,000 | 1,338,665 | 4,850,514 | 2.31% |
Till Medinger | £30,000 | 803,199 | 1,164,367 | 0.73% |
Nicholas Martel | £50,000* | 1,338,665 | 18,627,362** | 7.45% |
* non-beneficial holding
** includes a non-beneficial interest in 16,527,362 Ordinary Shares
The amendment to the terms of the Loan Notes constitutes a related party transaction for the purposes of the AIM Rules for Companies. The independent director of the Company, Trevor Francis, having consulted with the Company's nominated adviser, finnCap, considers the proposed amendment of the terms of the Loan Notes to be fair and reasonable insofar as the Company's shareholders are concerned.
Enquiries:
Byotrol plc | 01925 742 000 |
David Traynor - Chief Executive
| |
finnCap Ltd | 020 7220 0500 |
(Nominated Adviser & Broker) | |
Geoff Nash/Carl Holmes/James Thompson - Corporate Finance | |
Mia Gardner - Corporate Broking | |
The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.
Notes to Editors:
Byotrol plc (BYOT.L), quoted on AIM, is a specialist developer of residual antimicrobial technologies, identifying, developing, formulating and commercialising cutting-edge antimicrobial technologies.Our patented suite of technologies deliver powerful broad-spectrum efficacy with residual performance optimised against commonly occurring and industry-specific pathogens
Founded in 2005, the Company has developed the technology that creates easier, safer and cleaner lives.
For more information, please go to www.byotrol.co.uk