REG - Argo Blockchain PLC - Term Sheet for up to $40 Million Financing

Argo BlockchainAnnouncement

03/03/2025 07:15

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RNS Number : 0164Z  Argo Blockchain PLC  03 March 2025

Press Release

3 March 2025

Argo Blockchain plc

("Argo" or "the Company")

Term Sheet for up to $40 Million Financing

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION
IN THE UNITED STATES.

Argo Blockchain plc (LSE: ARB; NASDAQ: ARBK) is pleased to announce that it
entered into a non-binding term sheet for up to $40 million in senior secured
convertible loans (the "Financing") on 25 February 2025. The initial tranche
of the Financing would be $15 million with follow on tranches of up to $25
million advanced over the next 18 months.

The proceeds of the Financing are to be used to refresh Argo's Baie Comeau,
Quebec mining fleet, to strengthen the balance sheet, and to assess a pipeline
of merger and acquisition possibilities.

The Financing will be non-amortizing, will carry an interest rate of
approximately 8% and will have a conversion premium of 25% to the closing
price of Argo's shares the day before the definitive documents are signed. The
Financing is expected to be funded by up to three multinational institutional
investors ("Investor Group") and will include 30% warrant coverage, also at a
premium to the closing price. The Investor Group will have three seats on the
board upon completion of definitive documents and shareholder approval.

The Company has granted the Investor Group a 20-day exclusivity period
(extensions to be considered in good faith depending on progress made) and
agreed to pay a break fee of $150,000 in certain circumstances. Shareholder
approval and a waiver by the Takeover Panel of Rule 9 of the Takeover Code
will be required to implement the Financing and the Company will be required
to issue a prospectus for admission of the shares resulting from the Financing
and the warrant.

This news release does not constitute an offer to sell or a solicitation of an
offer to buy any securities in the United States. The securities offered
hereby have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "1933 Act") or any state securities
laws and may not be offered or sold in the United States or to U.S. persons
(as defined in Regulation S under the 1933 Act) unless the securities have
been registered under the 1933 Act and all applicable state securities laws,
or are otherwise exempt from such registration.

No Assurance of Definitive Agreements

There can be no assurance that any definitive agreements for the Financing
will be signed or that the Financing will be consummated. Should Argo be
unsuccessful in completing the Financing, Argo may need to explore other
financing opportunities. The Company is endeavoring to complete such Financing
to provide the Company with working capital sufficient for its present
requirements, that is for at least the next twelve months from the date of
this announcement.

Chairman of the Board, Matt Shaw commented: "We believe that this financing
will allow profitable growth at Argo and strengthen our balance sheet. The
Argo team is working closely with the Investor Group to clear due diligence
and refine our business plan in a timely manner. The Company looks forward to
providing further updates as they crystallize."

This announcement contains inside information.

For further information please contact:

 Argo Blockchain
 Investor Relations                  ir@argoblockchain.com (mailto:ir@argoblockchain.com)
 Tennyson Securities
 Corporate Broker                    +44 207 186 9030

 Peter Krens
 Fortified Securities
 Joint Broker                        +44 7493 989014

 Guy Wheatley, CFA                   guy.wheatley@fortifiedsecurities.com
 Tancredi Intelligent Communication   argoblock@tancredigroup.com

 UK & Europe Media Relations

 

About Argo:

Argo Blockchain plc is a dual-listed (LSE: ARB; NASDAQ: ARBK) blockchain
technology company focused on large-scale cryptocurrency mining. With a mining
facility in Quebec and offices in the US, Canada, and the UK, Argo's global,
sustainable operations are predominantly powered by renewable energy. In 2021,
Argo became the first climate positive cryptocurrency mining company, and a
signatory to the Crypto Climate Accord. For more information, visit
(http://www.argoblockchain.com/) www.argoblockchain.com
(http://www.argoblockchain.com/) .

 

 

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