Tern Plc Tern Plc : Statement Re Issue Of Convertible Unsecured Loan Notes And Loan To Device Authority

 
TIDMTERN 
 
 
   30 November 2017 
 
   Tern Plc (AIM: TERN) 
 
   Issue of Convertible Unsecured Loan Notes; and 
 
   Loan to Device Authority 
 
   Tern Plc (the "Company"), the investment company specialising in the 
Internet of Things ("IoT"), is pleased to announce that it has agreed a 
Convertible Unsecured Loan Note facility of up to GBP2.2 million 
("CULN"). 
 
   The CULNs will be issued in principal amounts of GBP25,000 and 
aggregated into four tranches (the "Tranches"), with the first 
GBP550,000 (before expenses) , committed.  The remaining three tranches 
will be made in equal amounts every 60 calendar days, unless requested 
earlier or later by Tern, and approved by the issuer of the CULNs. 
 
   The CULNs are convertible at any time before the maturity date, being 
the third anniversary of the relevant issue of the CULNs at the lesser 
of : a) 125% of the closing mid-price one trading day before the date of 
any Issue; or b) the lowest closing bid price from the three previous 
trading days prior to notice of conversion being served.  The CULNs 
shall not bear interest.   In certain events of default or a change of 
control, a redemption of up to a maximum of 120 per cent. would be 
payable.  The Company can redeem at any time one or more CULNs at a 
price equal to 105 per cent. of the CULNs. 
 
   The Company will allocate funds towards maintaining its current position 
in its portfolio companies, to build and grow the pipeline of investment 
opportunities and for general working capital. 
 
   Loan to Device Authority 
 
   Tern also announces that Device Authority ("DA") has received $300,000 
convertible secured loan (the "DA Loan") from a maximum of $323,330 
provided by its shareholders in support of the fund raising, of which 
Tern has contributed $150,751. 
 
   The DA Loan accrues an interest coupon of 10% and is convertible 
automatically on an equity fundraising in DA of at least USD $2.5 
million which completes before 31 March 2018 (a "Qualifying 
Fundraising"), into the most senior class of shares issued on the 
Qualifying Fundraising at a 20% discount to the fundraising price per DA 
share.  If the Qualifying Fundraising is not completed by 31 March 2018, 
the DA Loan is, at the election of the providers of the loan, redeemable 
immediately or convertible into Class A Preference Shares of DA at a 
price of $0.47 per share. 
 
   Providers of the DA Loan will receive warrants to subscribe for DA 
shares exercisable at any time within five years of provision of the 
loan. If a Qualifying Fundraising is completed before 31 March 2018 then 
the warrants allow the providers of the loan to subscribe for the most 
senior class of shares issued on the Qualifying Fundraising at a 20% 
discount to the fundraising price per share. Otherwise, the warrants 
allow the providers of the loan to subscribe for Class A Preference 
Shares of DA at an exercise price of $0.60 per share. The maximum number 
of shares for which the providers of the DA Loan can subscribe is equal 
to the amount of the loan provided by them divided by the relevant 
exercise price. 
 
   This announcement contains inside information for the purposes of 
Article 7 of EU Regulation 596/2014 
 
   Enquiries 
 
 
 
 
Tern Plc                          via Redleaf 
 Al Sisto/Sarah Payne 
 
  WH Ireland                        Tel: [phone] 
  (NOMAD and joint broker) 
  Mike Coe/Ed Allsopp 
 
  Whitman Howard                    Tel: [phone] 
  (Joint broker) 
  Nick Lovering/Francis North 
 
  Redleaf Communications            Tel: [phone] 
  Elisabeth Cowell/ Fiona Norman 
 
 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Tern Plc via Globenewswire 
 
 
 
 

(END) Dow Jones Newswires

November 30, 2017 02:00 ET (07:00 GMT)

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