Fintech Asia Limited - Additional Convertible Loan Facility
04/12/2024 08:15
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RNS Number : 7572O Fintech Asia Limited 04 December 2024
4 December 2024
FINTECH ASIA LIMITED
("Fintech Asia" or the "Company")
Additional Convertible Loan Facility
Fintech Asia, (LON:FINA) a company established to acquire one or more
companies or businesses in the financial technology sector, focused on
improving the delivery and use of financial services in Asia, announces that
the Company has obtained a further unsecured committed facility of up to £2
million via a convertible loan note instrument dated 4 December 2024 between
the Company and IVC Estonia OÜ (the "Noteholder") (the "Series D Convertible
Loan").
The Series D Convertible Loan is intended to bridge the Company's general
working capital requirements, to the extent required, in respect of its
proposed acquisition of the entire issued share capital of InvesCore Financial
Group Pte. Ltd. ("InvesCore") (the "Proposed Acquisition") and the
simultaneous re-admission of its enlarged share capital to the equity shares
(transition) category of the Official List maintained by the Financial Conduct
Authority ("FCA") and readmitted to trading on the Main Market of the London
Stock Exchange ("Re-Admission") (the "Transaction"), as announced on 14 March
2023. The Noteholder is 100 per cent. owned by an existing shareholder of
InvesCore.
As previously announced, should the Proposed Acquisition proceed on the
currently envisaged terms, it would be classified as a reverse takeover in
accordance with the FCA's Listing Rules. Accordingly, the Company's listing on
the equity shares (transition) category of the Official List remains suspended
from trading on the Main Market of the London Stock Exchange pending the
publication of a prospectus and the successful Re-Admission of the enlarged
group.
The Company will make further announcements in due course, as appropriate.
Overview of the Series D Convertible Loan:
· The Series D Convertible Loan will be made available on the following terms:
(a) an initial tranche of £1,500,000 to be issued on or around 15 December
2024; and
(b) an additional tranche of £500,000 to be issued on or around 6 January
2025.
· A fixed interest rate amount of 10 per cent. per annum shall accrue on the
principle outstanding amount of the Series D Convertible Loan on a daily
basis, until repayment or conversion of the relevant notes.
· The Series D Convertible Loan will be repayable on or before 31 December 2025
("Repayment Date").
· The Company shall have the right at any time and without penalty to repay all
or any part of the principal amount of the Series D Convertible Loan and
interest accrued and unpaid thereon.
· At the time of repayment, the Noteholder has the option to convert the Series
D Convertible Loan into new Ordinary Shares at 64 pence per share or determine
that repayment shall be made in cash, but the Series D Convertible Loan does
not automatically convert.
The Series D Convertible Loan is subject to all necessary approvals required
under the Takeover Code and the Company's articles of association. The Series
D Convertible Loan is also subject to customary events of default under which
any principal monies outstanding under the instrument and all accrued and
unpaid interest shall become immediately repayable.
The information contained within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU No.
596/2014) which is part of UK law by virtue of the European Union (withdrawal)
Act 2018. Upon the publication of this announcement, this inside information
is now considered to be in the public domain.
For further information please contact:
Fintech Asia Limited Via IFC
Oliver Fox, CEO
Strand Hanson Limited (Financial Advisor) +44 (0) 207 409 3494
Rory Murphy / Abigail Wennington
Novum Securities (Broker) +44 (0) 207 399 9400
Colin Rowbury
IFC Advisory Limited (Financial PR and IR) +44 (0) 203 934 6630
Tim Metcalfe
Zach Cohen
LEI: 213800C7BC4EZQAEBT76
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