Echo Energy plc
("ECHO" or the "Company")
Signature of First Institutional Funding
Further to the announcement on 18 April 2017 the Company announces that it has today entered into an enlarged institutional loan on the terms previously announced.
Greenberry plc ("Greenberry") has agreed to subscribe for a total of up to €20,000,000 principal secured loan notes (the "Loan Notes") consisting of Loan Notes having an aggregate principal amount of €15,000,000 (the "Subscribed Notes") and the right to purchase (up to 9 June 2017) from the Company additional Loan Notes in an aggregate principal amount not exceeding €5,000,000 ("Purchase Notice") on identical terms to the Subscribed Notes. Following completion of the documentation and approval of a prospectus by the Luxembourg Stock Exchange, it is anticipated that the Greenberry Loan Notes will be admitted to the Official List of the Luxembourg Stock Exchange and traded on the Luxembourg Stock Exchange Euro MTF Market.
The Greenberry Loan Notes will be due for repayment on a date not exceeding five years from their date of issue, expected to be on or around 15th May 2022. The Company shall have the right to redeem the Greenberry Loan Notes at any time provided that it has adhered to certain terms of redemption. The Greenberry Loan Notes is secured pursuant to a charge over the entire issued share capital of Echo Energy Holdings (UK) Limited, a wholly-owned subsidiary of the Company, which is intended to be used for the acquisition of assets in South America.
As previously announced, the Company has agreed to issue warrants in favour of Greenberry as part of the institutional funding. Pursuant to the bond the Company has agreed to issue warrants to Greenberry to subscribe for the number of new ordinary shares in the capital of the Company that may be acquired by the nominal value of the Loan Notes ultimately acquired by Greenberry at a purchase price equal to the closing mid-market price on the business day immediately prior to the date of the general meeting of the Company to be held 22nd May 2017 (the "Issue Price"). The warrants will have an exercise price equal to 150% of the Issue Price. The grant of the warrants is conditional on sufficient authority to issue securities being approved by shareholders at the forthcoming General Meeting.
Following the Consolidation announced on 5th May 2017, the number of Warrants will be adjusted in line with the ratio of the Consolidation and the exercise price for the Warrants will be adjusted accordingly.
Related Party Transactions
Greenberry, as a substantial 27.15% shareholder, is regarded as a related party for the purposes of the AIM Rules for Companies. In addition, Greenberry is the holder of warrants to subscribe for 530,878,411 Ordinary Shares in the Company at a price of 0.12p per share in accordance with a warrant instrument dated 3 March 2017. Marco Fumagalli, a director of the Company, is indirectly interested in 25% of Greenberry's issued shares.
The independent Directors (for these purposes excluding Marco Fumagalli) consider, having consulted with the Company's nominated adviser, ZAI Corporate Finance Limited, that the terms of the Loan Notes and the Warrants are fair and reasonable insofar as Shareholders are concerned.
James Parsons, Chairman, commented:
"Echo continues to make progress in establishing the platform from which it will seek rapid growth towards its ambition of being a mid cap E&P gas player. The Company recently announced a Latin American gas strategy hinged on high quality, multi Tcf potential, acreage that will attract majors when the cycle turns.
As we look to start delivering on that strategy, I am delighted to report signature of the initial tranche of institutional funding which, together with the nil discount equity raise already announced for later this month, will position the company with up to £26M cash. We expect to rapidly follow this institutional fundraising by asset acquisitions in our target geography."
Echo Energy
James Parsons, Chairman [email protected]
Greg Coleman, Chief Executive Officer [email protected]
ZAI Corporate Finance Limited - Nominated Adviser +44 (0) 20 7060 2220
John Treacy / Peter Trevelyan-Clark
Brandon Hill Capital Limited - Broker +44 (0) 20 3463 5000
Jonathan Evans / Oliver Stansfield
The information contained within this announcement is considered to be inside information prior to its release as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.
