African Medical Investments PLC Convertible Loan Note Instrument (4193A)

TIDMAMEI

RNS Number : 4193A

African Medical Investments PLC

20 March 2013

African Medical Investments plc / Index: AIM / Epic: AMEI / Sector: Healthcare

20 March 2013

African Medical Investments plc ('African Medical' or 'the Company')

Convertible Loan Note Instrument

African Medical Investments plc, the AIM listed company operating in the African healthcare sector, announces that the Company has raised US$1.5 million by way of a subscription for convertible loan notes ('March 2013 Convertible Loan Notes') by Harbinger Capital Partners Master Fund I, Ltd ('Harbinger') under a newly constituted loan note instrument.

The March 2013 Convertible Loan Notes are unsecured and carry a 10% per annum coupon, compounded annually, which is repayable with the principal. The March 2013 Convertible Loan Notes are convertible (subject to passing the shareholder resolutions referred to below) at Harbinger's option into African Medical shares at 0.3p per share (or any lower price if shares are subsequently issued at such lower price). In the absence of conversion, the March 2013 Convertible Loan Notes are repayable, at the latest, on 19 March 2017 or earlier in other limited circumstances including (i) certain events of default, and (ii) if the Company or any member of its group leases, sells, disposes of or otherwise realises any assets other than in the ordinary course of business for an aggregate consideration of US$5 million or more. In addition, the March 2013 Convertible Loan Notes are also redeemable, subject to certain conditions (including passing of the shareholder resolutions referred to below), and assuming that the relevant holder of the March 2013 Convertible Loan Notes has not exercised its rights of conversion at any time at the option of the Company.

In accordance with the conditions to Harbinger's subscription for the March 2013 Convertible Loan Notes:

1. the Company has agreed to amend the terms of the outstanding US$1.645 million of convertible loan notes (together with accrued interest) previously issued by the Company to Harbinger (pursuant to a loan note instrument entered into on 2 February 2011 as amended and restated on 15 August 2011 and 29 August 2012 and as subsequently amended on 1 October 2012 and on 18 October 2012 ('February 2011 Convertible Loan Notes')) to bring them into line with those of the March 2013 Convertible Loan Notes. These changes include:

 
 Original key commercial terms   Revised key commercial terms 
------------------------------  ------------------------------------ 
 
 Conversion price of 1.125p      Conversion price of 0.3p per 
  per African Medical share.      African Medical share. 
------------------------------  ------------------------------------ 
 Conversion or redemption        Conversion or redemption is 
  at any time at the Company's    only possible once the shareholder 
  option.                         resolutions referred to below 
                                  have been passed. 
------------------------------  ------------------------------------ 
 

2. the Company has issued Harbinger with warrants ('Warrants') to subscribe for 133,900,648 African Medical shares at any time between the shareholder resolutions referred to below and 19 March 2020 for an aggregate subscription price of 1p.

In order to fulfil its obligations to issue and allot shares to Harbinger pursuant to the March 2013 Convertible Loan Notes, the February 2011 Convertible Loan Notes and the Warrants, the Company will propose to shareholders at the Company's next annual general meeting resolutions permitting the Company to issue sufficient ordinary shares to effectuate the conversion of the March 2013 Convertible Loan Notes and the February 2011 Convertible Loan Notes and issue of shares pursuant to the Warrants. Harbinger has agreed to vote in favour of such resolutions.

As Harbinger is a substantial shareholder in African Medical, the issue of the March 2013 Convertible Loan Notes and the Warrants and the amendments to the terms of the February 2011 Convertible Loan Notes constitute a related party transaction under the AIM Rules for Companies. The Board, other than Joseph Cleverdon and Altaf Mackeen the Harbinger nominated directors, having consulted with Cantor Fitzgerald Europe, the Company's nominated adviser, consider the terms of the March 2013 Convertible Loan Notes, the Warrants and the amendments to the terms of the February 2011 Convertible Loan Notes to be fair and reasonable insofar as shareholders are concerned.

African Medical Chief Executive Officer, Peter Botha said, "I am pleased to report the issue of these convertible loan notes to Harbinger. The funds will support the working capital and the continued implementation of the turnaround and stabilisation strategy of the business."

** ENDS **

For further information please visit www.amiplc.com or contact:

 
 Peter Botha     African Medical Investments   Tel: [phone] 
                  Plc 
 David Foreman   Cantor Fitzgerald Europe      Tel: [phone] 
                                                8000 
 Rick Thompson   Cantor Fitzgerald Europe      Tel: [phone] 
                                                8000 
 Susie Geliher   St Brides Media & Finance     Tel: [phone] 
                  Ltd                           1177 
 

Notes

African Medical Investments plc (AIM:AMEI) provides international standard healthcare through private hospitals across Africa, targeting the expanding African middle classes and the expatriate, non-governmental organisations, diplomatic and tourist markets. The Company currently has hospitals in Dar es Salaam (Tanzania), Maputo (Mozambique) and Harare (Zimbabwe). Its current focus is on improving occupancy rates and optimising the space of these facilities, however expansion remains a longer term focus either through the construction of new hospitals or investments in existing facilities.

This information is provided by RNS

The company news service from the London Stock Exchange

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