Issue of Loan Notes
RNS Number : 1792P
TEG Group (The) PLC
30 September 2013
The TEG GROUP Plc (AIM: TEG)
("TEG" or "the Group")
Issue of Loan Notes
TEG Group plc is pleased to announce that it has today issued 18 month Secured Discounted Loan Notes (the "Loan Notes") of £2.6 million to Bronsstädet AB, Weekcorp Limited and family interest of Rory Maw ("Rory Maw"), Chairman of the Company (together, the "Loan Note Holders"). Bronsstädet AB and Weekcorp Limited are both significant shareholders of the Company.
Use of proceeds
Whilst the Board has continued to make good progress with the trading of the business, as reported today, and in stabilizing the cash position of the business since the last equity placing in June 2012, there is continued delay in the release of retentions due in respect of the Manchester Contract.
All three of the operating facilities have passed their 52-week availability tests. Acceptance has not been achieved, however, due to the requirement for some rectification works to the buildings and some services. TEG is to carry out a small number of programmes of work to rectify these issues and the scope of works is currently being defined. The Group has been advised that the majority of these works are covered by PI insurance and does not anticipate significant impact on the business plan. However, the retentions of approximately £2.4m will not be released until such time as projects are completed and the Group is therefore expecting a further delay in cashflow.
The Company continues to work hard to secure their release and has put in place further resource to manage certain projects, aimed at bringing this contract to a conclusion.
The delay in the release of retentions and the contemporaneous additional cash-out flows in relation to the rectification works has resulted in a working capital gap which the proceeds of the Loan Notes will be used to bridge during this period.
Terms of the Loan Notes
The Loan Notes are repayable in full from the date of issue, or earlier in the event of default. The Loan Notes were issued at a 10 per cent. discount to the subscription price and will incur interest at 9 per cent. per annum, payable quarterly. .
Bronsstädet AB and Weekcorp Limited have each been issued with Loan Notes valued at £1.2 million and Rory Maw has been issued with Loan Notes valued at £0.2 million.
The Loan Notes Holders will each be paid an arrangement fee of 5.0 per cent. of the value of the Loan Notes which they have been issued.
It is intended that the Loan Notes are secured by way of cross-guarantees and debentures from the Company and all material subsidiaries. The Loan Notes will rank behind the security provided to the Company's senior debt provider, the Lloyds Banking Group.
As a Bronsstädet AB and Weekcorp Limited are substantial shareholders in the Company (as defined by the AIM Rules for Companies) and Rory Maw is Chairman of the Company, the issue of the Loan Notes are classified as related party transaction for the purposes of the AIM Rules. The directors of the Company (excluding Rory Maw), having consulted with the Company's nominated adviser, N+1 Singer, that the terms of Bronsstädet AB, Weekcorp Limited and Rory Maw's participation in the Loan Notes is fair and reasonable insofar as shareholders are concerned.
| Contact: | ||
| The TEG Group Plc | Tel: 01772 644 980 | |
| Michael Fishwick, Chief Executive | www.theteggroup.plc.uk | |
| Peckwater PR | Tel: 07879 458 364 | |
| Tarquin Edwards | tarquin.edwards@peckwaterpr.co.uk | |
| N+1 Singer Advisory LLP (Nomad & Broker) | Tel: 0207 496 3000 | |
| Andrew Craig/Ben Wright | ||
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