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Convertible Loan Notes

23 Jun 2009 07:00

Coms plc ("Coms" or the "Company")

Convertible Loan Notes

Coms plc, a provider of internet telephony services to business customers, is today pleased to announce that it has agreed a facility of up to £500,000, through the issue of secured convertible loan notes ("the Notes"), of which £215,000 has today been subscribed for by Jason Drummond. The proceeds will be invested in working capital to fund the Company's continued growth.

The secured convertible loan notes ("the Notes") have a term of 2 years and a coupon of 2 per cent. per annum above the Bank of England base rate which is paid annually. The Notes can be converted by the subscriber at anytime within the 2 years duration and, at the end of the duration, the Company has the option to repay the Notes or, in the event that the share price exceeds the exercise price, convert the Convertible Loan Notes into equity. The exercise price will be the current market price or 10p which ever is lower, and if the market price is lower than the nominal value of a share then conversion price shall be the nominal value of the share.

The facility will only be drawn down on as much as is required in order to support the business, so that in the event of conversion, existing shareholder dilution will be kept to a minimum.

Under AIM Rule 13, the Secured Loan Agreement constitutes a Related Party Transaction as Jason Drummond is a related party as defined in the AIM Rules for Companies because he is a substantial shareholder and a Director of the Company. The Directors (with the exception of Mr Drummond) who are deemed to be independent for the purposes of this rule, consider, having consulted with the Company's nominated adviser, that the terms of the Notes are fair and reasonable insofar as the Company's shareholders are concerned.

Richard Bennett, Corporate Development Officer, commented, "The Directors remain confident of Coms plc and want to continue to support it through these difficult times. The Company is not yet cash flow positive, but we have made substantial cost savings and it remains our goal to become cash flow positive during this financial year".

Further information on the Company can be found on its website, at www.coms.com.

Contact:Coms plcRichard BennettTel: +44 (0)20 7148 3148

Dowgate Capital Advisers LimitedLiam Murray/ Jo TurnerTel: +44 (0)20 7492 4777

Alexander David Securities LimitedDavid Scott/ Jon LevinsonTel: +44 (0)20 7448 9820

Notes to editors:Coms was founded by Jason Drummond in 2000 with the vision of using the Internet to carry and deliver voice telephone calls. Voice over IP (VoIP) is changing the way consumers and businesses make and receive their telephone calls. Coms offers a low-cost VoIP service that can be combined with services provided by broadband Internet suppliers to make and receive telephone calls. Coms subscribers can make high quality calls over the Internet wherever a high-speed Internet connection is available, including in wireless hotspot as they are allocated their own location free unique user telephone number. Subscription is available in a range of packages. See www.coms.com for more information.

Coms is an Ofcom authorised Public Electronic Communications Network (PECN) and a member of the Internet Telephony Service Providers Association (ITSPA).

Coms is listed on the London Stock Exchange AIM market (LSE:COMS)

Copyright Business Wire 2009

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