Hellenic Dynamics Regulatory News (HELD)

16 May 2024

Hellenic Dynamics plc

("Hellenic Dynamics" or the "Company")

Further re: Mezzanine Loan

London, 16 May 2024, Hellenic Dynamics Plc (LSE: HELD), a medical cannabis cultivator with a dedicated focus on producing tetrahydrocannabinol ("THC") dominant strains of medical cannabis flowers for the burgeoning global medical cannabis markets, announces that it has entered into a deed of amendment ("Deed") with RiverFort Global Opportunities PCC Ltd ("RiverFort") in respect of its unsecured mezzanine loan facility of up to US$3 million (the "Facility") which was announced on 26 October 2023.

The Company entered into the Facility with RiverFort against which, to date, it has only drawn down an advance of US$450,000 and has subsequently repaid US$135,000. Under the terms of the Facility, the Company was required to maintain sufficient headroom in its share authorities to be able to satisfy the outstanding balance of the Facility by way of the issue of new ordinary shares in the Company, if not repaid in cash.

In conjunction with the recent announcement regarding a €1,000,000 long term loan, due to be issued to the Company in June 2024 ("Loan") and subsequent fundraise announced on 8 May 2024 ("Placing"), RiverFort and the Company agreed to amend the terms of the Facility and the provisions of the undertaking on share authorities to enable the Placing to occur. Pursuant to the terms of the Deed, the outstanding balance of the loan, as at the date of the Deed, of US$315,000 (exclusive of interest) ("Outstanding Balance"). The June to September payments per the original repayment schedule will be deferred to the extent necessary until the earlier of 30 September 2024, or receipt of the loan announced on 22 April 2024 and an early cash repayment to RiverFort. The Loan is expected to be received in June 2024. In consideration of the amendment and enabling of the Placing utilising existing share authority of the Company, an additional fee of 10% of the Outstanding Balance has been charged by RiverFort and will be payable at the end of the term, or earlier in cash. Following the Placing and the amendment, the Company has agreed to call a general meeting of shareholders, to be held no later than 9 August 2024, in order to seek to pass resolutions to grant the necessary authority free of pre-emption to enable the Company to meets its obligations, unless the Outstanding Balance has been paid in cash, pursuant to the covenants in the Facility and to provide the directors with suitable capacity to allot shares as required from time to time.

The terms of the Facility, as set out in the announcement on 26 October 2024, other than in respect of the amendments in the Deed, shall remain unchanged.

This announcement contains inside information for the purposes of article 7 of the Market Abuse Regulation (EU) 596/2014 as amended by regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310. With the publication of this announcement, this information is now considered to be in the public domain.

The Directors of the Company take responsibility for this announcement.

Enquires: 

About Hellenic Dynamics plc

 Founded in 2019, Hellenic Dynamics is specifically focused on the cultivation and supply of THC ("tetrahydrocannabinol") - dominant strains of medical cannabis flowers, destined for the growing medical cannabis markets across Europe. Hellenic Dynamics' core strategy is to develop and operate its 40,000 square metre active cultivation licence from its 195,506 square metre facility located near Thessaloniki in Northern Greece. In full production, Hellenic Dynamics is capable of producing over 54,000 kg of dried flowers per annum. Hellenic Dynamics will take advantage of its relatively low cost base resulting from a comparatively low cost of power, having its own running water supply and the labour rates for skilled and semi-skilled labour in Northern Greece. 25 European countries now allow medical cannabis via prescription and the European cannabis market is expected to reach €43.3 billion per annum by 2027. Sales of Hellenic Dynamics' dried THC-dominant cannabis flowers and extracts are initially intended for export into Europe's largest market - Germany, in addition to other European markets including domestically in Greece.

 As the first medical cannabis cultivator to obtain a listing on the main market for listed securities of the London Stock Exchange, Hellenic is significantly different to the number of CBD (Cannabidiol) related companies that have appeared over the recent years. Hellenic Dynamics cultivates THC-dominant medical cannabis flowers. THC-dominant medical cannabis products are only available via a medical prescription. Medicinal cannabis has been approved for use both in the United Kingdom and Germany, plus 23 other European countries, for conditions including but not limited to chronic pain, intractable chemotherapy-related nausea, anxiety, insomnia, Tourette's syndrome, substance use disorder, multiple sclerosis, IBS, spinal cord treatment, lack of appetite due to HIV/AIDS, cachexia, anorexia and glaucoma.

For further information please visit our website www.hellenicdynamics.com

Caution regarding forward looking statements

Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.