WRES.L Regulatory News (WRES)

24 Apr 2007 09:50

Caspian Holdings plc24 April 2007 Caspian Holdings Plc ("Caspian" or the "Company") 24 April 2007 Credit Facility Agreement Caspian Holdings announces that it has concluded an unsecured credit facilityagreement to raise up to £1,000,000 at a rate of 4% over LIBOR from investorsand major shareholders. The credit facility will be drawn down in two tranches: (i) the first tranche of £700,000 will be drawn down on 24 April 2007; and (ii) the second tranche, available at the sole discretion of Caspian and for any sum up to the outstanding balance of the credit facility limit after the first drawdown, will be drawn down within 6 months of the date of the first drawdown. This second tranche is at this date uncommitted. Participating investors have been granted 25 options over ordinary shares in theCompany for every £1.00 invested in the facility as a commitment fee The optionshave an exercise price of 4 pence and expire on 31 December 2010. The loan is a short term facility to fund working capital and new projectacquisition activities. It is intended that the facility is replaced with morepermanent finance in the future following either the extension of the Zengeldylicence area and/or new project acquisition. The loan will be repaid in full onthe earlier of an equity raising or at maturity on 11 April 2009. Majorshareholders including Chairman Michael Masterman have shown their support forthe company in participating in the loan facility. Export Quota Caspian hopes to be able to restart exports in June following a temporaryinterruption to export activities. The Company has made selected domestic salesin the interim period from April 2007 and may continue to do so until exportsare resumed.. Quarterly Production Update Production for the quarter ending 31 March 2007 was 12,000 barrels. Related Party Transaction Masterman Investments Limited ("MIL"), a company related to Michael Masterman, adirector of Caspian, and of which Michael Masterman is a director and soleshareholder, is a lender participating in the Credit Facility to the amount of£200,000 and will therefore receive 5,000,000 options as a commitment fee. Theloan by MIL is therefore classified as a related party transaction for thepurposes of the AIM Rules. Accordingly the Directors (other than MichaelMasterman), having consulted with Grant Thornton Corporate Finance (in itscapacity as the Company's nominated adviser), confirm that they are satisfiedthat the terms of MIL's participation in the credit facility are fair andreasonable insofar as the shareholders of the Company are concerned. Following this transaction and the awarding of options, Michael Masterman willbe interested in 10,100,000 ordinary shares in the Company representing aninterest of 10.2 % in the total voting rights of the Company. In addition,Michael Masterman is interested in 7,000,000 options over ordinary shares in theCompany as follows: Stock Options Held Option Exercise Price Expiry Date 2,000,000 £0.23 4 November 2007 5,000,000 £0.04 31 December 2010 Enquiries: Caspian Holdings Plc Grant Thornton Corporate FinanceMichael Masterman Gerald BeaneyT: +44 (0) 7791 288381 T: +44 (0) 20 7383 5100 Hoodless Brennan Parkgreen CommunicationsLuke Cairns Clare Irvine / Justine HowarthT: +44 (0) 20 7538 1166 T: +44 (0) 20 7851 7480 www.caspianoil.co.uk This information is provided by RNS The company news service from the London Stock Exchange