Share Issue & Entry into Loan Agreement

RNS Number : 2392O

Aisi Realty Public Limited

09 October 2012

 



9 October 2012

Aisi Realty Public Limited
("the Company")

Share Issue & Entry into Loan Agreement

Secure Property Development and Investment Limited, formerly Aisi Realty Public Limited* (AIM: AISI), a South Eastern European focused property and investment company, announces that it has successfully placed 666,000 new ordinary shares of €0.01 each in the capital of the Company ("Ordinary Shares") at a price of 95 pence per Ordinary Share with Narrowpeak Consultants Ltd ("Narrowpeak"), an existing institutional investor (the "Placing").

The proceeds of the Placing will be used to provide additional working capital for the Company's business. The Placing follows the shareholder approval which was obtained at the Company's extraordinary general meeting held on 17 July 2011 for the issuance of up to 2,619,790 additional Ordinary Shares.

Under the AIM Rules for Companies (the "AIM Rules") an issue of shares to a related party which exceeds specified class tests is subject to certain disclosure requirements.  Due to its holding of over 10% of the Company's current issued share capital, the participation in the Placing by Narrowpeak (which has previously notified the Company that its aggregate shareholding in the Company was 5,135,000 Ordinary Shares, representing approximately 50.5% of the Company's current issued share capital) is deemed a transaction with a related party under the AIM Rules.  On completion of the Placing, Narrowpeak will own 5,801,000 Ordinary Shares in the capital of the Company, representing 52.2% of the enlarged total voting rights of the Company. The directors of the Company consider, having consulted with Liberum Capital Limited, the Company's nominated adviser, that the terms of the Placing are fair and reasonable insofar as the Company's shareholders are concerned.

The Company also announces that it has issued a further 273,000 Ordinary Shares pursuant to the exercise of Class A Warrants previously issued to AISI Realty Capital LLC.

Application has been made for the 939,000 new Ordinary Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will be effective from 12 October 2012. Following Admission, there will be a total of 11,111,975 Ordinary Shares in issue. This figure 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 FSA's Disclosure and Transparency Rules.

The Company also announces that it and its subsidiary, Aisi Bela LLC, have entered into a loan agreement (the "Loan Agreement") with, inter alia, Narrowpeak for an amount of up to $2,500,000 to be utilised by the Company for its ongoing working capital purposes.

Amounts drawn down under the Loan Agreement carry interest at a fixed rate of 12 per cent. per annum. Interest payments on amounts drawn down are repayable in full within two years from the date of the Loan Agreement. The Loan is collateralized against an AISI Bella LLC property. Narrowpeak and other investors have committed to date $1,700,000. Other investors are able to participate into the Loan Agreement.

Due to its holding of over 10% of the Company's current issued share capital, the entry into the Loan Agreement by Narrowpeak the Loan Agreement is deemed a transaction with a related party under the AIM Rules. The directors of the Company consider, having consulted with Liberum Capital Limited, the Company's nominated adviser, that the terms of the Loan Agreement are fair and reasonable insofar as the Company's shareholders are concerned.

*The Company's name change to Secure Property Development and Investment Limited is subject to shareholder approval at the next Annual General meeting."

- Ends -

Enquiries:
AISI Realty Public Ltd		+ 380 44 459 3000
Lambros Anagnostopoulos
Liberum Capital Limited		+ 44 20 3100 2000
Chris Bowman / Richard Bootle
FTI Consulting		[phone]
Richard Sunderland / Daniel O'Donnell / Will Henderson

 

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