Last checked at 12 May 2021 07:00
Corcel PLC
("Corcel" or the "Company")
Warrant Exercise - Debt Repayment - Debt Funding - TVR
12 May 2021
Corcel Plc, ("Corcel" or "the Company"), the natural resource exploration and development company with interests in battery metals and flexible grid solutions, announces the exercise of warrants, the retirement of the existing loan facility and the signature of a new debt facility.
Chief Executive Officer, Scott Kaintz commented: "The retirement of the February 2021 loan facility and the installation of a larger note provides supportive ongoing access to capital for Corcel as it continues to advance its battery metal interests in Australasia and Canada as well as its flexible energy storage and production projects in the UK. It is excellent to see our strategy beginning to show clear and tangible results, and we thank our lenders and all stakeholders for their ongoing support."
Warrant Exercise and Loan Repayment
The Company has received notice of the exercise of 23,076,924 warrants at an exercise price of £0.013 per share, for gross proceeds of £300,000. £200,000 of these proceeds have been credited to the Company's account with the balance having been netted off and utilized to repay in full the loan facility originally announced on 18 February 2021. Accordingly, the Company has issued 23,076,924 new ordinary shares of £0.0001 each ("Ordinary Shares") in the Company. The interest due on this loan has also been repaid through the issuance of an additional 1,846,152 new Ordinary Shares to the lenders, with this loan facility now completely retired.
New Debt Facility
The Company has agreed a Loan Note Facility ("Loan Facility") arranged by Align Research Limited (the "Lender") to provide, in aggregate, £500,000 through an unsecured loan facility, for working capital purposes in support of the execution of the Company's Flexible Grid Solutions and battery metals strategy.
The Loan Facility, which is aimed at reducing dilution at current prices, provides for the loan ("Loan") to be drawn down in 5 tranches being £100,000 on 1 July 2021, 1 Aug, 1 Sept, 1 Oct and 1 Nov respectively. The Loan plus a fixed coupon of 8% is repayable in full on maturity (except where the Lenders request part or all of the Loan and any coupon to be utilised in paying for the warrants), which is 31 April 2022 (the "Repayment Date").
As part of the Loan Facility, the Company will issue a total of 25,000,000 warrants with a £0.02 strike price expiring on 31 December 2021 and a total of 20,000,000 three-year warrants with a £0.025 strike price to the Lender (together the "Warrants"). The coupon is repayable in either cash or shares at the Lender's discretion, and if in shares at a price of £0.02 per share.
Should the Warrants be exercised in whole or part during the term of the Loan Facility it has been agreed that the Warrant payment proceeds will be netted off against the repayment of the pro-rata drawn Loan Facility. In the event of the Warrants being exercised during this period the full 8% Loan Facility interest will be payable in shares ("Interest Shares") at a price of £0.02 per share.
If the entirety of the Warrants are exercised, this would result in an additional 45,000,000 Warrant shares and 2,000,000 Interest Shares ultimately being issued.
If the Company undertakes a new placing of ordinary shares before 30 December 2021, then new two-year warrants with a value of £300,000 will be issued to the lenders with an exercise price set at the price of the relevant placing. An arrangement fee of 1,200,000 new ordinary shares has been paid to Align Research Limited under the terms of the Loan Facility.
Admission to trading on AIM
Application is being made to AIM of London Stock Exchange for 26,123,076 new Ordinary Shares to be admitted to trading on AIM, which will rank pari passu with the Company's existing issued ordinary shares. Dealings are expected to commence on or around 18 May 2021.
Total Voting Rights
Following the issue of the 26,123,076 new Ordinary Shares, the issued share capital of the Company consists of 383,670,608 ordinary shares of £0.0001 each with voting rights. No ordinary shares are held in Treasury.
The above figure of 383,670,608 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the Disclosure and Transparency Rules.
For further information, please contact:
Scott Kaintz 020 7747 9960 CEO Corcel Plc
Roland Cornish/ Rosalind Hill Abrahams 020 7628 3396 NOMAD Beaumont Cornish Limited
Thomas Smith 020 7392 1432 Broker Monecor (London) Ltd (ETX Capital)
Simon Woods 0207 3900 230 IR Vigo Communications
This announcement contains inside information under Article 7 of Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.