Exclusive Collaboration Agree

RNS Number : 6848Y

Kleenair Systems International PLC

08 September 2009

 



KLEENAIR SYSTEMS INTERNATIONAL PLC ('KleenAir')

8 September 2009

Exclusive Collaboration and Co-Operation Agreement and £3m aggregate credit facility

KleenAir is pleased to announce that it has today entered into an Exclusive Collaboration and Co-operation Agreement (the 'Agreement') with a private South African company, Argosec (Pty) Limited ('Argo') and with its 74% shareholder, GlobalTech Marketing Limited ('GTM'). GTM is a private company incorporated in New Zealand. 

Under the Agreement, the parties have agreed to work together on an exclusive basis to explore how they may best capitalise on and develop the planned business opportunities inherent in Argo's future briquetting production business.

The briquetting process transforms ultra fine coal waste product into saleable briquette products. In terms of environmental credits, briquetting reduces and potentially eliminates polluting coal wastes which can cause surface pollution and underground water pollution. It may also potentially eliminate land waste, by reducing and eventually eliminating the need for tailing and slime dams. This increased recovery of saleable coal increases the life of mines. In addition, the process itself generates no waste streams, apart from the water evaporated. No additional heat is required for the process so the processing plants have limited carbon footprint.   

The opportunity to enter into the Agreement was identified by KleenAir as a result of KleenAir's consulting services to the environmental industry.

Wayne Reid OBE, Executive Chairman of KleenAir, said:

'We look forward to working with GTM and Argo in relation to the development of the briquetting business. The Board of KleenAir is hopeful that the Agreement will lead to some form of formal strategic alliance with GTM including the possibility of a future investment by KleenAir.'  

KleenAir also announces that it has today entered into a £3,000,000 credit facility agreement (the 'Facility Agreement') with Global Investment Strategy (UK) Ltd ('GIS'), a UK, FSA authorised and regulated company, under which KleenAir will have the right to draw down funds from time to time up to an aggregate amount of £3,000,000 (the 'Facility') against the issue of new ordinary shares in the capital of KleenAir. 

The price of the new shares which may be issued to GIS under the Facility Agreement would be 85% of the rolling average closing mid-market price of KleenAir's shares over a period of five dealing  days, commencing two business days prior to a drawdown notice by KleenAir and ending two business days after the date of the drawdown notice. The Facility Agreement contains a number of warranties and undertakings from KleenAir in favour of GIS in relation to various matters relating to KleenAir and an indemnity from KleenAir in favour of GIS in respect of certain matters in relation to the agreement. The Facility Agreement which terminates on 30 September 2010 is terminable by GIS in certain circumstances including if there is a material breach of the agreement by KleenAir or a material breach by KleenAir of any of the warranties. The Facility Agreement provides that the Facility may be drawn once or in tranches (at the discretion of the Company) provided that any tranche shall not result in GIS holding more than 29.9 per cent. of the voting rights in the Company as a result of it being issued New Shares pursuant to Facility Agreement (save as permitted by the Takeover Panel). GIS are not obliged to subscribe for any number of New Shares which when aggregated with its existing holding of shares in the capital of the Company would result in GIS holding 29.9 per cent. or more of the issued voting share capital (save as permitted by the Takeover Panel). 

The purpose of this facility is to enable KleenAir to have the ability to draw down funds promptly when required to explore growth opportunities and for general working capital.  

Biddicks Financial Public Relations

Zoe Biddick

Tel: [phone]

www.biddicks.co.uk  

W.H. Ireland Limited 

Tim Cofman-Nicoresti/Katy Birkin 

0121 265 6330 

 

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