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£3m Equity Finance Facility

20 Aug 2012 10:26

RNS Number : 3558K
Oxus Gold PLC
20 August 2012
 

20 August 2012

OXUS GOLD PLC

 

("Oxus Gold" or the "Company")

 

£3m Equity Finance Facility

The Board of Oxus Gold is pleased to announce that it has today entered into a £3m Equity Financing Facility ("EFF") with Darwin Strategic Limited ("Darwin"), a majority owned subsidiary of Henderson Global Investors' Alphagen Volantis fund.

 

Pursuant to the EFF, the Company may make drawdowns up to an aggregate of £3,000,000 ("Maximum Commitment Amount") by way of Darwin subscribing for new ordinary shares of 1p each in the Company ("Ordinary Shares") during the period of 36 months commencing on 20 August 2012 ("Commitment Period"). The EFF will be drawn down at the Company's sole discretion and the proceeds will be used to fund its working capital requirements.

 

Richard Shead, Chairman of Oxus Gold commented: "We are very pleased that Darwin has agreed to provide an equity finance facility to the Company. This funding arrangement provides Oxus Gold with a long-term flexible source of funding, which can be accessed at the Company's discretion and will complement the litigation funding arrangements which we put in place with Calunius in March 2012."

 

For further information on Oxus Gold PLC visit www.oxusgold.co.uk or contact the following:

 

Oxus Gold PLC

Tel: +44 (0) 20 7907 2000

Richard Shead

Fairfax I.S PLC

Tel: +44 (0) 20 7598 5368

Ewan Leggat / Laura Littley

Darwin Strategic

Jamie Vickers / Anand Sambasivan

Tel: +44 (0) 20 7938 5754

 

 

Equity Finance Facility

 

The EFF agreement with Darwin provides Oxus with a facility which (subject to certain limited restrictions) can be drawn down at any time over the next three years. The timing and floor subscription price of any draw down is at the sole discretion of the Company.

 

Oxus may drawdown at its sole discretion, up to the total value of the EFF, by way of issuing subscription notices to Darwin. Following delivery of a subscription notice, Darwin will subscribe and the Company will allot to Darwin new Ordinary Shares.

 

The subscription price for any Ordinary Shares to be subscribed by Darwin under a subscription notice will be at a 5% discount to the average of the three lowest daily volume weighted average prices for ordinary shares over the 15 trading days following a subscription notice.

 

Oxus is also obliged to specify in each subscription notice a minimum price below which Ordinary Shares will not be issued to Darwin. The Company will have the right (with the consent of Darwin) to modify that minimum price at any time during the relevant Pricing Period.

 

The number of Ordinary Shares which may be issued under any individual subscription notice may be up to the lower of 25 per cent of the company's issued share capital following completion of the relevant subscription, or four times the average daily trading volume of Oxus' Ordinary Shares over the 15 trading days preceding the issue of the relevant subscription notice. This may be reduced in certain circumstances, including where the minimum price is not maintained. The maximum amount of a subscription notice may not exceed £500,000 without Darwin's consent.

 

There is also an over-allotment facility available to Oxus, under which the Company may authorise Darwin, at Darwin's discretion, to increase the amount of the draw down by up to the aggregate undrawn amount under the EFF.

 

The issuance of a Subscription Notice is conditional upon the satisfaction of certain Subscription Notice conditions which have been agreed between Darwin and the Company. Any subscription notice which Oxus may issue will only be valid to the extent that it has the requisite shareholder authority to issue the maximum number of Ordinary Shares that Darwin may be required to subscribe under the relevant subscription notice.

 

Darwin and the Company may terminate the EFF agreement if certain conditions are not met.

 

In respect of agreeing to provide the EFF to Oxus Gold, Darwin has been granted warrants over 3 million ordinary shares in the Company (the "Warrants"). The Warrants are exercisable at Darwin's discretion at a price of 4.5 pence per ordinary share over a period of three years commencing on 20 August 2012.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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