Flowgroup : Funding Facility and Related Party Transaction

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Flowgroup plc

('Flow', 'Group' or the 'Company')

Funding Facility and Related Party Transaction

Flowgroup plc (AIM: FLOW), which provides residential gas and electricity supply and other energy services to customers across Great Britain, announces that results for the year ended 31 December 2017 are expected to be announced during May 2018.

Funding Facility and Related Party Transaction

On 30 November 2017, the Company indicated that it might require additional short term, seasonal working capital funding. The Board concluded that such additional funding was required and the Company today announces that a £5 million funding facility, which runs until 31 August 2018, has been agreed and is being provided to Flow Energy Limited (FEL) by the Group's loan note holders, Palm Ventures ('Palm') and Lombard Odier Asset Management ('Lombard Odier') (the 'Facility'). The first £2 million tranche of the Facility will be drawn down immediately. The Facility takes the form of secured loan notes, attracting a coupon of 1% per calendar month (accrued daily) on funds drawn by FEL, rolled up interest payable in cash on redemption (the '2018 Loan Notes'). An aggregate arrangement fee of £75,000 is payable in cash to the loan note holders on maturity of the 2018 Loan Notes. The loan has a second-ranking security over the assets of FEL and the shares in FEL held by the Group and is granted for both the new and existing loan notes. Entry into this facility is considered a related party transaction pursuant to the AIM Rules for Companies (the 'AIM Rules') due to Palm and Lombard Odier being related parties as defined under the AIM Rules.

The Independent Directors of the Company (i.e. the Directors of the Company excluding the Palm and Lombard Odier Board members), having consulted with the Company's nominated adviser, consider that the terms of the Facility are fair and reasonable insofar as its shareholders are concerned.

Update

Further to the Company's announcement on 30 November 2017, the Company confirms that it is meeting its cost reduction targetsand continues to trade in line with the Board's expectations. However, the highly competitive market in which the Company operates is continuing to evolve rapidly and new entrants with new business models continue to join the domestic energy supply market, while some businesses have exited. The Board continues to work with its advisers, and in consultation with its loan note providers, to closely evaluate the Company's strategic positioning including its longer-term financing requirements.

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