IPSA.L Regulatory News (IPSA)

31 Mar 2009 16:05



31 March 2009

IPSA Group PLC

Share Placing, Loan Conversion and Financing Update

As stated in the announcement made on 12 February 2009, IPSA Group PLC ("IPSA" or "the Company") is providing an update since that date.

Placing

The Company has taken the opportunity to raise £320,400 before expenses through the placing of 2,002,500 new ordinary shares of 2 pence each ("Ordinary Shares")  to investors at a price of 16 pence per share (the "Placing Shares") and has also converted £550,000 of existing loan from Independent Power Corporation PLC ("IPC") into 3,437,500 Ordinary Shares (the "Loan Conversion Shares"). The total number of Ordinary Shares to be issued through the Placing Shares and Loan Conversion Shares is 5,440,000.

The Directors of the Company have subscribed for 58,750 Placing Shares representing £9,400. As a result of the issue of these Placing Shares to certain Directors and the Loan Conversion Shares, the shareholdings of the following directors and IPC is:

(1) Elizabeth Shaw's subscription is on behalf of her daughter who is a minor, and therefore is a related party under the AIM Rules(2) IPC is 89.9 per cent owned by Peter Earl, Chief Executive of IPSA

The Placing Shares and the Loan Conversion Shares will rank pari passu with the existing ordinary shares of the Company. Application has been made to AIM and ALTx and it is anticipated that trading of the new Ordinary Shares will simultaneously commence on AIM and ALTx on 6 April 2009. ALTx is the alternative exchange of the JSE Limited in South Africa. The Company's total issued shared capital following the admission of the new Ordinary Shares, and therefore the total number of voting rights in IPSA, will be 95,004,081. The placing is conditional on admission of the new Ordinary Shares to AIM and ALTx. 

Short term financing

The issue of Placing Shares will provide approximately £300,000 of net proceeds to be used as working capital within the Company. The placing enables IPSA to settle partially the outstanding amounts due to Standard Bank in respect of its most recent interest payment.  The Board is currently exploring its working capital options and the opportunity to restructure the Company's balance sheet or that of its wholly-owned subsidiary, Newcastle Cogeneration Pty Limited, by way of, inter alia, a further equity fundraising or other alternative financing structures during 2009 to enable the Company to carry out its power plant development programme in South Africa.

Additionally, IPC has agreed today to make £50,000 of further loan facility available to IPSA and has indicated its continued provisional willingness to consider making further loans to the Company in due course. IPC is a company controlled by Peter Earl (Chief Executive) and of which James West (None Executive) and Elizabeth Shaw (Chief Operating Officer) are directors.

Following the partial loan conversion, the balance due to IPC is £531,000 with an additional £50,000 available to be drawn down. The loans are payable on demand, and are on commercial terms.  

Newcastle co-generation plant

The Company is still anticipating an imminent announcement by Eskom of the outcome of IPSA's tender under Eskom's Medium Term Power Purchase Programme ("MTPPP"), which was due to have been determined by 31 March 2009. 

For further information contact: 

Or visit IPSA's website: www.ipsagroup.co.uk