REG - Asia Strategic Ltd - Convertible Note Programme and Trading Update

Asia Strategic HoldingsAnnouncement

25/11/2024 07:00

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RNS Number : 4102N  Asia Strategic Holdings Limited  25 November 2024

25 November 2024

Asia Strategic Holdings Ltd.

 

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

 

Update on the Convertible Note Programme and Trading Update

 

Asia Strategic Holdings Ltd. (LSE: ASIA), the independent developer and
operator of consumer businesses located in Vietnam and Myanmar, is pleased to
announce that the Company has agreed to the following updates to the
convertible note programme originally announced on 4 November 2021 (the
"Convertible Note Programme").

 

The updates are as follows:

 

·   an extension to the maturity of the zero-coupon portion of the
Company's Convertible Note Programme (the "Zero-Coupon Convertible Notes")
from 30 October 2024 to 30 October 2026;

 

·   an increase in the subscription amount of the Zero-Coupon Convertible
Notes from US$5,230,000 to US$7,255,000 (including the subscription by MACAN
Pte. Ltd. ("MACAN") detailed below); and

 

·   the termination of the 10% coupon portion of the Convertible Note
Programme.

 

The Convertible Note Programme was implemented to provide the Company with
flexibility should it wish to raise further capital to take advantage of new
investment opportunities which may arise. In particular, funds will be
utilised to:

 

·   allow the Company to increase the pace at which it can scale up and
expand ASIA's existing operations in Education and Services; and

 

·   enable the Company to raise additional capital quickly to take
advantage of investment opportunities that have been identified and which may
be identified in the future.

 

The revised key terms of the Zero-Coupon Convertible Notes are as follows:

 Maturity                       30 October 2026
 Coupon                         Zero-coupon
 Conversion discount            Up to 33.1%, depending on the qualifying event (detailed below)
 Qualifying event               Share issuance in excess of US$5.0 million
 Floor conversion price         US$11.53 per share
 Use of proceeds                Development of business

                                Working capital
 Limitation to use of proceeds  Maximum of 50% of the proceeds to be used for activities in Myanmar
 Rank                           Pari passu to all present and future unsecured obligations

 

MACAN, the Company's largest shareholder, subscribed for US$3.5 million
Zero-Coupon Convertible Notes in November 2021 and has recently agreed to
subscribe for an additional amount of US$1.0 million of the Zero-Coupon
Convertible Notes. The subscription amount will be satisfied through: (i)
US$0.8 million of monies already drawn down pursuant to MACAN's existing loan
facility to the Company (as detailed in the Company's recent financial
statements) in lieu of repayment; and (ii) the payment of an additional US$0.2
million in cash.

 

Immediately following MACAN's convertible note subscription, MACAN will have
lent the following amounts to the Company:

 

·   US$4.5 million in Zero-Coupon Convertible Notes; and

·   US$4.5 million in a 6% loan facility expiring on 31 December 2027, of
which US$3.7 million has been drawn.

 

Trading update

 

Following the release of the Company's interim results for the six months
ended 31 March 2024 on 24 June 2024, the Board of the Company confirms that
trading across the Group has been in line with management's expectations.

 

For more information, please visit www.asia-strategic.com
(http://www.asia-strategic.com/)  or contact:

 

 Asia Strategic Holdings Ltd.                                richard@asia-strategic.com (mailto:richard@asia-strategic.com)

 Richard Greer, Independent Non-Executive Chairman           enrico@asia-strategic.com (mailto:enrico@asia-strategic.com)

 Enrico Cesenni (OSI), Founder and Chief Executive Officer

 Allenby Capital Limited (Broker)                            +44 (0)20 3328 5656

 Nick Athanas

 Nick Naylor

 Lauren Wright

 Yellow Jersey PR (Financial PR)                             +44 (0) 20 3004 9512

 Shivantha Thambirajah

 Bessie Elliot

 

Notes to editors

 

Asia Strategic Holdings Ltd. (LSE: ASIA) is an independent developer and
operator of consumer businesses in Emerging Asia, specifically Vietnam and
Myanmar. The Group's portfolio focuses on Education and Services.

 

Education: The Group operates brands in English language learning, coding,
K-12 international education, and tertiary education, with 29 schools serving
over 9,100 students at 31 March 2024.

 

The Group entered into an exclusive agreement with Wall Street English in 2017
for operating rights to Myanmar and secured rights to operate Wall Street
English Vietnam through an acquisition in 2020. At 31 March 2024, Wall Street
English Vietnam operated eight schools and served ca. 3,600 students, while
Wall Street English Myanmar operated six schools and served ca. 3,600
students.

 

The Group also signed an exclusive agreement with Kids&Us in 2022 to offer
English language learning for children in Vietnam and Myanmar. At 31 March
2024, Kids&Us Vietnam operated five schools and served ca. 570 students,
while Kids&Us Myanmar operated three schools and served ca. 290 students.

 

In 2023, the Group entered into an exclusive franchising agreement with
Logiscool to develop coding schools for children
in Vietnam and Myanmar. At 31 March 2024, Logiscool Vietnam operated two
schools and served ca. 10 students while Logiscool Myanmar operated one school
and served ca. 70 students.

 

Yangon American International School launched in August 2019. It is an
accredited International Baccalaureate ("IB") Primary Years Programme ("PYP")
school and a candidate school for the IB Middle Years Programme ("MYP")
accreditation. The school offered up to seventh grade in the Academic Year
2023/24 and served ca. 120 students at 31 March 2024.

 

The company has partnerships with Auston Institute of Management (Singapore)
and Liverpool John Moores University (UK) to offer internationally recognised
engineering and IT diplomas and degrees. Auston has two campuses in Yangon and
Mandalay and had ca. 890 enrolled students at 31 March 2024.

 

Services: through its acquisition of EXERA in 2018, the Group provides
protection of assets, risk management, secure logistics and people safety
services to a wide range of international and local clients across Myanmar.
EXERA employs approximately 1,600 well-trained security officers in Myanmar.
In 2024, the company expanded regionally by establishing EXERA Vietnam to
deliver facilities management services in line with its growth strategy. The
company also manages two boutique hotels in core tourist destinations in
Myanmar under the brand Ostello Bello

 

Deploying an asset-light strategy, Asia Strategic Holdings is well-positioned
to offer investors early exposure to the robust fundamentals of Vietnam and
Myanmar.

 

To receive news alerts on Asia Strategic Holdings please sign up here under
the 'RNS' header: https://asia-strategic.com/investor-relations/
(https://asia-strategic.com/investor-relations/)

 

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