16 Mar 2017 08:34
Herencia Resources plc
("Herencia" or "the Company")
Funding Draw Down
Working Capital Update
Summary
Herencia is pleased to announce that today it received a further US$50,000 from Oriental Darius ("Oriental") as part of the Convertible Note facility ("being Tranche 2") announced 19 October 2016. The Tranche 2 funding totalling US$50,000 will be provided to the Company by Oriental by way of a secured convertible facility ("Tranche 2 Facility") with a Face Value of $60,000 ("Face Value"), the agreed amount to be repaid by the Company over the term of the agreement.
Use of Funds and Future Funding
The funds draw down will be used to contribute towards the Pastizal Project payments.
As previously announced a larger funding package is currently being negotiated with Oriental, the Australian Special Opportunity Fund ("Lind Partners") and other investors which will allow the Company to complete the Board restructure and corporate reinvigoration strategy announced 1 September 2016. A shareholder update will be provided upon the successful completion of the larger funding negotiations.
The Company confirms that its working capital position remains satisfactory until approximately the end of March 2017, however, if the larger funding package referenced above is not advanced, and if no further source of funds can be found, it is unlikely that the Company will be able to continue to trade after this time.
Funding - Tranche 2
As announced 19 October 2016, Tranche 2 funds will have the same conditions as Tranche 1 which was a 0% interest rate per annum, a 24 month term and will be secured against the Company's assets. Subject to the Company receiving all necessary shareholders consents, it is also agreed that Oriental will be given the option to convert any outstanding Face Value amounts into ordinary shares in the Company at a price per Share equal to the lower of 0.02 pence or, in the event that the nominal value per Share is reduced in the future, 90% of the average of three daily VWAP's, chosen by the Investor, during the 20 trading days before the conversion ("Conversion Price").
Upon funding the Tranche 2 Facility, the Company has agreed, subject to obtaining all necessary shareholder approvals and consents, to issue Oriental options to acquire shares equal to 100% coverage at the time of funding (the "Options"). If granted the Options will be exercisable for 36 months with an exercise price equal to 0.04 pence. It is agreed that the Shareholders will have the option to convert the Tranche 2 funds into ordinary shares, on the same terms as the Tranche 1 funds are converted. The Tranche 2 funds are subject to receiving all necessary shareholder approvals and consents. The additional terms of the loan are set out below.
Additional Conditions
The receipt of the Tranche 2 monies is subject to the following condition:
1. If required by Oriental , the Company will, subject to receiving all necessary shareholder approvals and consents, execute and deliver a secured convertible loan note instrument, option agreement and fixed and floating charge with respect to the Face Value of the relevant convertible securities.
Shareholder Interest
As set out on 19 October 2016, Oriental was to convert all its convertible interests in the Company, including those interests set out in this announcement then, in addition to its current shareholding it will hold 6,773,426,573 Ordinary Shares in the Company representing 38.76% of the total issued share capital in the Company.
About Herencia
Herencia Resources plc is an AIM quoted exploration and development company operating in Chile. In addition to the Picachos Copper Project, the Company also has the Guamanga Copper Project and the La Serena Project. As part of an ongoing cost reduction program, the Company's office located in Perth has been closed and its Chilean office and workforce restructured. The Company still maintains a strong albeit much smaller technical and management team in Santiago, Chile where it has been operating for over eight years.
For further information please contact:
Graeme Sloan, Herencia Resources plc +61 8 9481 4204
Katy Mitchell/Nick Prowting WH Ireland Limited (NOMAD) +44 161 832 2174
Jon Belliss, Beaufort Securities Limited (UK) +44 207 382 8300
References in this announcement to exploration results and potential have been approved for release by Mr Graeme Sloan (BAppSc Mining Engineering WASM) who has more than 20 years relevant experience in the field of activity concerned. Mr Sloan is a Member of the Australasian Institute of Mining and Metallurgy. Mr Sloan has consented to the inclusion of the material in the form and context in which it appears.
Further background details on the Company can be found at www.herenciaresources.com
**ENDS**