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Investment in Farm Lands of Guinea Inc

9 Aug 2011 07:00

RNS Number : 9796L
AIM Investments PLC
09 August 2011
 



9 August 2011

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

 

AIM Investments Plc

(the "Company")

 

Investment in Farm Lands of Guinea Inc

 

The Company is pleased to announce that it has reached an agreement with Farm Lands of Guinea Inc ("FLG") whereby the Company will be investing US$1,000,000 into FLG and FLG will also invest $500,000 into the Company (the "Subscription").

 

FLG is a Nevada corporation, which through its direct subsidiary Farm Lands of Guinea Limited, a British Virgin Islands' company, and its indirect 90%-owned subsidiary, Land & Resources (Guinea) SA, is acquiring and consolidating farm land and operations in the Republic of Guinea and rehabilitating them back into production using modern agricultural techniques and practices. FLG has prepaid 99 year leases on over 100,000 hectares of arable land. The FLG common stock, par value $0.001 ("Common Stock") is traded on the Over-the-Counter Bulletin Board under the symbol "FLGI.OB". As at close of business on Friday 5th August, the mid price was $5.49, valuing FLG at $49,410,000

 

FLG is raising up to $5,000,000 of new funds to prepare and cultivate the leased farmland in Guinea through the issue of 250,000 units (the "Units") at $20.00 per Unit for an aggregate offering price of $5,000,000 (the "Placing"). The Units comprise of four shares of Common Stock, one Series A Warrant to purchase one share of Common Stock at an exercise price of $7.50 per share and one Series B Warrant to purchase one share of Common Stock at an exercise price of $10.00 per share (together with Series A Warrant, the "Warrants"). The placing price of $20 per Unit generates a post-money valuation of $50,000,000 for FLG, assuming 10,000,000 shares issued and outstanding post-closing. Following the investment, the Company would be interested in 50,000 Units, representing 2% of FLG assuming the Placing is fully subscribed. Desmond Holdings Ltd, a major shareholder in the Company, is assisting FLG with the Placing.

 

Under the terms of the Placing, the Company also has the right of first refusal to invest in up to 50% of any subsequent fundraise. It also has certain anti-dilution rights if, at any time in the 24 months following closing of the placing, FLG issues or sells its shares to other parties at a valuation lower than $6.50 per share ("Dilutive Issuance"). Then any outstanding shares held by the Company at the time of any such Dilutive Issuance shall be adjusted in the same proportion as the valuation of a Dilutive Issuance relates to the Valuation.

 

FLG has also agreed with its investors to meet four "Make Good" Milestones listed below during the 12 months following the closing of the Offering. An aggregate penalty of $1,000,000 per missed Milestone shall be paid to the Investors holding the Units on the date of non-achievement within 30 days after such date, payable in common shares of the Company's stock valued at the lower of the then-current price per share on the OTCBB or other exchange where it trades, or the per share price of $5.00. The outstanding Milestones are as follows:

 

1. Execution of 99-year lease with Guinea Ministry of Agriculture for the N'Dema (5,340 hectares) and Konindou (3,475 hectares) properties. Already taken place.

 

2. Complete the exploration and mapping of Saraya property comprising 98,400 hectares of Option Land. Already taken place.

 

3. Completion and delivery to the Guinea Ministry of Agriculture of the Sustainability/Viability Survey for the 98,400 hectares Saraya property by September 30 2011.

 

4. Maintenance of the Option Agreement with Guinea Ministry of Agriculture in continued good standing by December 31 2011.

 

FLG is subscribing for 24,500,000 new ordinary shares of 0.1p in the capital of the Company, at a subscription price of 1.25p per share (the "Subscription Shares"). FLG will also receive 24,500,000 warrants exercisable at 1.5p per share. Upon completion of the Subscription, FLG will be interested in 8.8% of the issued share capital of the Company. The Subscription Shares will rank pari passu with the existing ordinary shares. Application will be made for the Subscription Shares to be admitted to trading on AIM and dealings are expected to commence at 8.00am on 17 August 2011. Following the issue of all of the Subscription Shares, the total number of shares in issue will be 277,225,666 ordinary shares of 0.1p each.

 

The Board commented, "The investment in Farm Lands of Guinea Inc. gives the Company and its shareholders exposure to the exciting growth prospects presented by this large-scale agricultural opportunity in West Africa. FLG has negotiated extremely generous leases and options on significant parcels of fertile land, which will be suitable for growing maize, rice and soya after preparation. We have strong belief in the management team, who have demonstrated their abilities very successfully on similar projects in South America. We are confident that the management can follow the initial project in Guinea through to completion and roll out the model to neighbouring countries, with which they are already in negotiation.

 

The Company's investment benefits from the public status of the investment vehicle, the generous warrant coverage, the right of first refusal to participate in future rounds of fundraising, anti-dilution rights and make good milestones."

 

For further information please contact:

AIM Investments Plc

Mark Pajak

0207 002 1027

 

Daniel Stewart & Company (Nominated Adviser and Broker)

Antony Legge / 

James Thomas

020 7776 6550

www.aiminvestmentsplc.com

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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