Frontera Resources Corporation Financing Update (5597Q)

TIDMFRR

RNS Number : 5597Q

Frontera Resources Corporation

07 June 2018

7 June 2018

Frontera Resources Corporation

("Frontera" or "the Company")

Financing Update

Frontera Resources Corporation (AIM: FRR), the European focused oil and gas exploration and production company, today provides the following corporate finance update.

As announced on 18 May 2018 and described in the Shareholder Circular of the same date, on 17 May 2017 the Company entered into agreement with YA II PN, Ltd (formerly, YA Global Master SPV Ltd, an investment fund managed by Yorkville Advisors LLC) (hereinafter "YA"), whereby the entire amount of debt, which had been provided to the Company by YA under the previously announced SEDA-Backed Loan Agreement, was converted into equity by issuing to YA 7,200 Series A convertible, preferred, redeemable shares in the Company (the "Series A") with the redemption value of $1,000 per share. Over the 12-month period after their issuance, the Series A shares were convertible into a maximum of 1,300,000,000 ordinary shares of the Company. The last such conversion took place on 4 April 2018, as announced on the same date, following which YA holds the remaining 2,891 Series A shares with the redemption value of $2,891,000 which are redeemable on 16 June 2018.

The Company and YA have now agreed that the redemption of the remaining 2,891 Series A shares will take place over 12-month period, on a monthly basis, for which the Company will be making cash redemption payments to YA of US$265,000 per month. Once so redeemed, the Series A shares will be cancelled. The Company has also the right to convert redeemable Series A shares into ordinary shares, at its option. The Company will also have the right to pay down in cash the entire redemption amount for the outstanding number of Series A shares at any point.

As consideration for this agreement, the Company has agreed to issue 10,000,000 new ordinary shares in the Company ("New Ordinary Shares"), at market price, to YA II PN. Application will be made for New Ordinary Shares to be admitted to trading on AIM, which is anticipated to occur on or around 14 June 2018 ("Admission"). The New Ordinary Shares will rank pari passu with the existing Ordinary Shares of the Company. Following Admission, the Company will have 15,770,835,403 Ordinary Shares in issue with voting rights. The Company does not hold any Ordinary Shares in treasury and accordingly there are no voting rights in respect of any treasury shares. The aforementioned figure of 15,770,835,403 Ordinary Shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the disclosure requirements applicable to the Company.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

Enquiries:

 
Frontera Resources               (713) 585- 3216 
Zaza Mamulaishvili 
[e-mail] 
 
  Cairn Financial Advisers LLP   [phone] 
Jo Turner / Liam Murray 
WH Ireland Limited               [phone] 
James Joyce / Alex Bond 
Yellow Jersey                    [phone] 
Tim Thompson 
Harriet Jackson 
Henry Wilkinson 
 
 

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June 07, 2018 02:00 ET (06:00 GMT)