Last checked at 13 Nov 2007 13:10
PARALLEL MEDIA GROUP PLC (THE "COMPANY") TRADING UPDATE AND NEW FINANCING ARRANGEMENTS
Parallel Media Group plc (PMG); (AIM ticker PAA); the sports marketing, media and management company, today announces that it has 1) entered into a new medium term financing arrangement with Trafalgar Specialised Investment for ¢â€š¬350 000 to be drawn down in November 2007 with a further ¢â€š¬350,000 available, conditional on the granting of a debenture; , 2) renegotiated ‚£750,000 of existing loan notes, 3) placed 10,000,000 new ordinary shares at 1p with investors to raise ‚£100,000, before expenses and 4) agreed to issue 20,967,407 new ordinary shares to Snowy Investment and Trade Inc. which finalises the consideration paid for event assets purchased under an agreement in September 2006.
PMG is continuing to grow the business by investing in the development of existing and new assets. Events which will come on-stream in Q1 2008 include The Ballantines Championship - a European Tour sanctioned event to be held in Korea in March 2008.
The funding arrangements announced today will provide the company with working capital to support the business growth as well as reducing the current level of convertible debt.
Terms with Trafalgar Specialised Investment Fund ("Trafalgar")
Trafalgar has agreed to provide medium term financing of ¢â€š¬350,000, which will be drawn down in November 2007. A second amount of ¢â€š¬350,000 is conditional upon third party consent to the granting of a debenture and is expected, by the Board, to be drawn down in December 2007. The loans are repayable over a 24 month period and interest will be paid at 7.625% per annum, payable monthly in arrears. PMG may, at its option, repay the loan in cash or shares prior to the repayment date although the loan carries a redemption premium of 12.5%.
In consideration for Trafalgar providing the financing, PMG has paid a commitment fee and granted Trafalgar warrants to subscribe for 3,500,000 new ordinary shares; 2,500,000 at 1.25p and 1,000,000 at 0.78p exercisable at anytime from grant until the fifth anniversary of the agreement.
Renegotiation of existing loans
PMG has renegotiated the terms of ‚£750,000 of convertible debt. Under the new terms the loan will attract interest at EuroLibor +3% (previously EuroLibor +2%) and will be repayable in full on 7 February 2010 (previously 2008) unless already converted or repaid. PMG has granted a debenture to secure this loan.
The loan note holder can request repayment of the loan in monthly payments of ‚£ 37,500 plus accrued interest and three months after the date of publication of the audited accounts for PMG for the year ending 31 December 2007, can demand repayment in full or convert into ordinary shares at the price of 1.25p per share, a formula that is consistent with other convertible loan notes in issue.
In consideration of the loan being renegotiated, PMG has agreed to grant options to the loan note holder to subscribe for 19,456,202 new ordinary shares at a price of 2 pence per share exercisable prior to the date which is 3 months after publication of the accounts for the year ended 31 December 2007.
Equity Issue
PMG is raising ‚£100,000 (before expenses) by way of a placing of 10,000,000 new ordinary shares at 1p to investors, conditional only upon admission to trading on AIM.
Settlement Agreement
PMG has agreed to pay an amount of ‚£245,712, to be satisfied by the issue 20,967,407 new ordinary shares, in full settlement of the consideration due under an event asset agreement dated 29 September 2006.
Application has been made to the London Stock Exchange for the 30,967,407 new Ordinary Shares (being the shares to be issued under the settlement agreement and the placing) to be admitted to trading on AIM and dealings are expected to commence on 19 November 2007. The new ordinary shares will rank pari passu with the existing ordinary shares in issue.
Subsequent to the shares under the settlement agreement and placing being allotted, the issued share capital of the Company will be 403,037,701 Ordinary Shares. In addition the Company has 23,706,202 Ordinary Shares under warrants, 17,456,000 Ordinary Shares under option and 661,727,977 Ordinary Shares would be issued on full conversion of the Company's convertible instruments.
For more information:
Parallel Media Group plcMartin Doherty (Chief Financial Officer)Tel: +44 (0)20 7225 2000Nominated AdviserCity Financial Associates LimitedRoss AndrewsTel: +44 (0) 20 7492 4777
PARALLEL MEDIA GROUP PLC