31 March 2016
Andalas Energy and Power Plc
("ADL" or the "Company")
Issue of Zero Coupon Loan Note
Andalas Energy and Power Plc is pleased to announce it has raised £500,000
(gross) via the issue of a zero coupon loan note ("the Note"). The proceeds of
the Note will help fund the costs associated with the ongoing AIM Readmission
process, and will also allow the Company to continue with its planning and
preparations to drill its well under its farm-in agreement at the Tuba Obi East
Technical Assistance Contract ("TOE" or "the Concession").
The Company has agreed to issue a zero coupon convertible bond with a par value
of £600,000 to institutional and retail investors introduced by Cornhill
Capital Limited ('Cornhill') and through direct subscriptions with the Company.
The Note will be divided into individual bonds with a par value of £1,000
each, all of which are to be issued on 31 March 2016 on receipt of the full
cash proceeds. Under the terms of the Note, for each £1,000 bond issued, ADL
will receive 83.33% of the par value, equivalent to £833.33 per bond.
The bonds are convertible into new Ordinary Shares in ADL, and the conversion
price will be calculated as detailed below. The Company continues to work
towards publishing an admission document and the readmission to trading of the
Company's ordinary shares on AIM and looks forward to providing shareholders
with further information in due course.
Andalas CEO, David Whitby, said "We are delighted that both new and existing
investors continue to support our efforts to build an Indonesian focussed
energy company. We are continuing to work towards publishing our admission
document, as we look to cement the excellent progress that Andalas has made
since I joined in June 2015.
"Importantly, these funds will allow us to continue with well planning and
permitting on TOE, and just as importantly continue to fund our efforts as we
seek to bring ADL back to market as an Indonesian focused energy and power
company."
Details of the convertible loan notes
The £600,000 convertible loan note will be divided into individual bonds with a
par value of £1,000 each, all of which are to be issued on receipt of the full
cash proceeds. Under the terms of the Note, for each £1,000 bond issued, ADL
will receive 83.33% of the par value, equivalent to £833.33 per bond.
The conversion price is set dependent on the outcome of the current readmission
process.
(a) following successful completion of the reverse takeover with an
associated equity fund raise of a minimum £500,000 the Loan Notes will convert
at the same price as the issue price in the equity fund raise.
(b) In all other re-admission scenarios the Loan Notes will convert on
the fifteenth business day immediately following the lifting of suspension or
the date of re-admission at a price calculated as ninety per cent. (90%) of the
VWAP per Ordinary Share for the lowest successive three (3) day trading period
out of the fifteen (15) trading days immediately following AIM Re-admission or
the lifting of Suspension;
In the event that conversion has not occurred by 31 July 2016 then the loan
notes will not convert and will rank alongside all other unsecured creditors of
the Company.
For every five shares issued on conversion of the loan notes held by investors
subscribing through Cornhill, Cornhill shall receive one warrant convertible
into the ordinary share capital of the Company at the price at which conversion
occurs, valid for five years.
**ENDS**
For further information, please contact:
David Whitby Andalas Energy and Power Plc Tel: +62 21 2783 2316
Sarah Wharry Cantor Fitzgerald Europe Tel: +44 (0) 20 7894
Craig Francis (Nominated Adviser and Joint 7000
Broker)
Colin Rowbury Cornhill Capital (Joint Tel: +44 (0) 20 7710
Broker) 9610
Lucy Williams Peterhouse Corporate Finance Tel: +44 (0) 20 7469
Charles Goodfellow Limited (Joint Broker) 0930
Frank Buhagiar St Brides Partners Limited Tel: +44 (0) 20 7236
Susie Geliher 1177