Premier Veterinary Group PLC Confirmation of Funding (3236O)

TIDMPVG

RNS Number : 3236O

Premier Veterinary Group PLC

29 January 2019

Premier Veterinary Group PLC

("PVG", the "Company" or the "Group")

Confirmation of Funding

London, UK, 29 January 2019 - Premier Veterinary Group PLC (LSE: PVG) confirms that it has entered into a secured loan of GBP3.85m with Bybrook Finance Solutions Limited ("BFSL" a company of which Rajan Uppal, a director of PVG, is the sole director and Shareholder).

The loan is repayable on 25 April 2019 with an option for PVG to extend the repayment date to 25 January 2021 by issuing warrants to subscribe for up to 767,347 new PVG ordinary shares of 10p each at an exercise price of 10p per share within 5 years of the issue of any such warrants.

As part of the consideration for the loan, PVG and its wholly owned subsidiary Premier Vet Alliance Limited have granted an exclusive, royalty free licence in perpetuity to BFSL for applications of their technology outside of PVG's area of strategic focus (non-human animals).

GBP1.85m of the loan has been utilised to pay the arrangement fee of GBP350,000 and to repay the GBP1.5m previously loaned by BFSL to PVG pursuant to the conditional funding agreement dated 27 November 2017 (as amended and restated on 14 June 2018). The remaining GBP2m of the loan will be utilised by PVG to fund its working capital requirements.

Interest of 1% per month is payable by PVG to BFSL at the end of each calendar month.

Crossroads Finance Limited ("Crossroads"), a company jointly owned and controlled by Dominic Tonner, Chief Executive Officer of PVG, and his spouse, have taken part in the PVG funding by entering into direct arrangements with BFSL. These arrangements provide for Crossroads to loan GBP250,000 to BFSL, whereby Crossroads will receive 7.14% of the interest received by BFSL from PVG. The GBP250,000 will be paid last out of any amounts repaid by the Company to BFSL together with an exit fee of GBP50,000. 30 per cent. of any warrants issued to BFSL will be assigned to Crossroads.

As disclosed at the time of the reverse acquisition of Ark Therapeutics Group plc by Premier Vet Group Limited, which completed in February 2015, Mr Uppal, Mr Tonner and BFSL were deemed to be acting in concert for the purposes of the Takeover Code. Should the warrants be issued and subsequently exercised, this may trigger the requirement for a mandatory offer to be made to all shareholders in PVG under Rule 9 of the Takeover Code. As a consequence, PVG may apply to the Takeover Panel to seek shareholder approval for a Rule 9 waiver prior to the date on which any warrants would be issued.

Full Year Results year ended 30 September 2018

As announced on 18 January 2019 full year results for year ended 30th September 2018 will be released on 31st January 2019.

For further information, please contact:

 
 Premier Veterinary Group           Tel: [phone] 
  plc 
  Dominic Tonner, Chief Executive 
  Officer 
  Andy Paull, Chief Financial 
  Officer 
 

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

Note to Editors:

PVG's services to third party veterinary practices, through its wholly owned subsidiary, Premier Vet Alliance Limited ("PVA"), include the administration and support of a preventative healthcare programme for pets branded "Premier Pet Care Plan" ("PPCP"). In the US, PPCP is marketed through the Company's wholly owned subsidiary, Premier Vet Alliance (US) Limited.

PPCP is a structured, preventative healthcare programme for cats, dogs and rabbits and is available only through veterinary practices. The programme is seen as a way of providing gold standard care for pets at an affordable price for the client, by way of fixed monthly payments.

PPCP uses a clinical approach to prevention, as this is the most effective method of ensuring illnesses are diagnosed more quickly and not given a chance to advance. What truly sets PPCP apart is its unique approach of offering an end-to-end solution and support to the practice, which has been proven to work extremely well. PVA works alongside practices to create a tailor-made, cost-effective service for clients, one that delivers excellent care to their patients and significantly improves practice performance.

For further details: http://www.premiervetalliance.co.uk/

This announcement includes "forward-looking statements" which include all statements other than statements of historical facts, including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations, and any statements preceded by, followed by or that include forward-looking terminology such as the words "targets", "believes", "estimates", "expects", "aims", "intends", "will", "can", "may", "anticipates", "would", "should", "could" or similar expressions or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the Company's control that could cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future. These forward-looking statements speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. As a result of these factors, readers are cautioned not to rely on any forward-looking statement.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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January 29, 2019 02:00 ET (07:00 GMT)