Last checked at 23 Jun 2010 13:00
KLEENAIR SYSTEMS INTERNATIONAL PLC
(AIM: KSI)
Convertible Secured Loan Note Instrument
Kleenair Systems International ("Kleenair") announces that it has entered into a convertible secured loan note instrument dated 22 June 2010 under which Kleenair may issue up to £1 million secured convertible loan notes ("CLN") to Global Investment Strategy (UK) Limited.
The instrument constituting the CLNs (the "Instrument") provides that the CLNs will be redeemed on 22 December 2012 or earlier in the event of a material breach by Kleenair of any of the terms of the Instrument and carry a rate of 5% interest which accrues on a daily basis and is payable in cash on redemption or a by the issue of new ordinary shares in Kleenair on conversion.
The CLNs may be converted into new ordinary shares of Kleenair at any time on notice served by the noteholder in accordance with the terms of the instrument at a price of 27p per share or at a discount of 10 per cent. to the average market price based on the previous five business days trading, whichever is lower.
GIS owns 150,000 shares in Kleenair, representing approximately 5 per cent of the current issued share capital and is a company in whose shares John Gunn has a controlling interest. Mr Gunn currently owns 500,001 shares in Kleenair, representing approximately 16.5 per cent. of the current issued share capital. The directors, who have consulted with WH Ireland, consider the terms of this transaction are fair and reasonable insofar as the shareholders of Kleenair are concerned.
Kleenair continues to be managed on a basis to conserve cash while the directors consider future strategy. Monies raised from the issue of CLNs will be applied towards Kleenair's ongoing working capital requirements and to enable the company to complete appropriate due diligence enquiries in relation to opportunities to invest in businesses which the directors consider will best lead to enhanced shareholder value.
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| Kleenair Systems International plc | www.kleenairsystems.co.uk |
| Sarah Pozner, Company Secretary | +44 (0) 207 736 3498 |
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| Biddicks | www.biddicks.co.uk |
| Zoë Biddick | +44 (0) 20 7448 1000 |
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| WH Ireland Limited | www.wh-ireland.co.uk |
| JN Wakefield / Marc Davies | +44 (0) 117 945 3470 |