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New Funding

11 Nov 2013 08:51

RNS Number : 6745S
Nova Resources Limited
11 November 2013
 



NOVA RESOURCES LIMITED

("Nova" or the "Company")

 

New Funding

 

Nova announces that it has entered into 2 Investment Facility Agreements (the "Agreements") with Upside Management (Offshore) SAL and Consiliou Growth Fund (each of them, the "Investor" and together, the "Investors"). Each of the Investors will provide a facility (the "Facility") of up to £500,000 to Nova which principal terms are as follows:

 

· Each of the Facilities shall be until 31 December 2018 (the "Facility Period").

· The funds invested pursuant to each of the Agreements may initially only be used for investments which have been approved by the relevant Investor.

· Subject to the Investors approving a specific investment, the Company will be entitled, from time to time and at any time during the Facility Period, to require the Investor to subscribe for amounts of not less than £50,000 on each occasion, and the Investor will pay that amount to the Company by way of subscription for new Nova ordinary shares of par value 1p each at the subscription price of 1p each (the "Subscription Shares").

· Each of the Investors will be entitled at any time but not later than 14 days prior to the end of the Facility Period to require the Company to accept a subscription of that amount of the Facility which, when added to the amount previously subscribed, will amount to not more than £500,000, for the Subscription Shares.

· With respect to each Nova share issued pursuant to the Agreements, Nova will issue to the Investor warrants that would equal four times the number of the shares issued. The warrants can be exercised at any time up until 31 December 2018 and at the exercise price of 1p per ordinary share.

· The Warrants are transferable with the consent of the Company (which consent shall not be unreasonably withheld).

· The Investors agree that it will not enter into any transaction to sell any of the Subscription Shares or any interest therein prior to the date on which the Subscription Shares are to be issued to the Investor.

 

The subscription and warrant conversion price of 1p is a 14.2 per cent premium to the average closing midprice of Nova shares in the last 30 market sessions.

 

If the full amount of the total of £1,000,000 under the Facilities are fully drawn upon, it would result in the issue of 100,000,000 ordinary shares and 400,000,000 warrants. If all these warrants are exercised, the total 500,000,000 issued shares would represent approximately 79.5 per cent. of the then enlarged issued ordinary share capital of the Company (assuming that no other ordinary shares are issued and none of the other warrants already issued by the Company are converted). The Company is not subject to the UK City Code on Takeovers and Mergers.

 

The Board has been in negotiations with several parties with a view to securing additional funding to assist the continued pursuit of its investing policy. Whilst the terms of the Agreements could significantly dilute existing shareholders of the Company, the Board considers that this investment will give the Company a meaningful opportunity to pursue its investing policy. The Board has also taken into consideration that the 1p subscription and warrant conversion price is at a significant premium to the average closing midprice of Nova shares in the last 30 market sessions and hence, there is no assurance that any of the said 400,000,000 warrants would be exercised.

 

Further to the statement made in an earlier RNS, the Company announces that its Mongolian investee company has still not renewed its coal transportation contract. The Company will make a further announcement if there are developments.

 

Enquiries:

 

Nova Resources Limited

Chan Fook Meng - Chairman/CEO

 

+65 62362985

 

Daniel Stewart & Co (Nominated Adviser & Broker)

David Hart

James Felix

 

+44 (0)20 7776 6550

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
STREAPFFFSFDFEF
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10th Mar 20147:00 amRNSEnerstry Korea signs JV with LG CNS
28th Feb 20148:48 amRNSTotal Voting Rights
27th Feb 20147:00 amRNSInvestment and Exercise of Warrants
31st Jan 20147:00 amRNSTotal Voting Rights
30th Jan 20149:05 amRNSSole Distributorship of SM Boilers
27th Jan 20147:00 amRNSContract Awarded to Enerstry Korea
22nd Jan 20147:00 amRNSIssue of Equity
21st Jan 20147:00 amRNSDirector Dealing
20th Jan 20147:00 amRNSInvestment in Enerstry Group Limited
17th Jan 20144:23 pmRNSPotential Investment
27th Dec 20137:00 amRNSDisposal
11th Nov 20138:54 amRNSResult of Annual General Meeting
11th Nov 20138:51 amRNSNew Funding
31st Oct 201312:29 pmRNSTotal Voting Rights
17th Oct 20131:06 pmRNSAquisition by directors and issue of loan note
17th Oct 201311:24 amRNSNotice of AGM
8th Oct 201312:22 pmRNSIssue of Equity
27th Sep 20137:00 amRNSInterim results for the period ended 30 June 2013
17th Sep 20137:33 amRNSDisposal and Acquisition of Investments
28th Aug 20139:54 amRNSNew funding
28th Jun 20137:00 amRNSFinal Year Results for year end 31 December 2012
20th Jun 20139:54 amRNSIssue of Warrants
15th Apr 20137:00 amRNSCoal Transportation Contract
21st Dec 20129:29 amRNSResult of AGM
30th Nov 20129:08 amRNSNotice of AGM
25th Sep 20123:24 pmRNSHalf Yearly Report
28th Jun 20128:39 amRNSFinal Results
24th May 201210:05 amRNSCommencement of Trucking Operations
17th May 20128:40 amRNSBoard Changes
11th May 20122:00 pmRNSBoard Appointment
15th Mar 20123:12 pmRNSIssue of Equity
28th Feb 20122:22 pmRNSReplacement re Issue of Shares and TVR
27th Feb 20127:00 amRNSIssue of Equity & Total Voting Rights
14th Feb 20121:30 pmRNSCommencement of coal transportation contract
14th Feb 20121:30 pmRNSAcquisition of 30% of Nova Mongolia Corp Pte Ltd
12

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