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RNS Number : 5978X Manx Financial Group PLC 19 February 2025
FOR IMMEDIATE
RELEASE
19 February 2025
Manx Financial Group PLC
("Group")
Loan Agreement Extension
Unsecured Convertible Loan Agreement Extension
The Group is pleased to announce the extension for a further five years of an
outstanding unsecured loan agreement and an unsecured convertible loan note,
together totalling £2.25 million, that were otherwise due for repayment on 25
February 2025 and 26 February 2025 respectively. The loans help underpin the
Regulatory Capital required to support lending as directed under the Isle of
Man banking licence regulations.
The independent directors, being all the directors with the exception of Jim
Mellon, Denham Eke and Greg Bailey, have negotiated on standard commercial
terms the renewal of the £1.0 million loan from Burnbrae Limited ("Burnbrae
Loan"), and the renewal of the £1.25 million convertible loan note from Jim
Mellon ("Mellon Loan") Both loans shall accrue interest of 7.5% (previously
5.4%) which will be paid quarterly. The conversion rate for the Mellon Loan
continues to be 9 pence per Ordinary Share, adjustable in such manner as will
be determined by the Group's auditors for such corporate actions as share
subdivisions and consolidations. Jim Mellon has confirmed that he is not
seeking to exercise his conversion rights as this may trigger an obligation to
make a general offer under Rule 9 of the Takeover Code.
AIM Rule 13
As Jim Mellon and Denham Eke are both directors, and Jim Mellon is the 100%
beneficial owner, of Burnbrae Limited, the provision of the Burnbrae Loan and
the Mellon Loan are Related Party Transactions under the AIM Rules.
Accordingly, the independent directors, being Douglas Grant, Greg Jones, John
Spellman and James Smeed, consider, after consulting the Group's Nominated
Adviser, that the terms of the Burnbrae Loan and Mellon Loan are fair and
reasonable insofar as the Group's shareholders are concerned. In forming this
view the independent director's took note of the favourable interest rate on
the loans when compared to current market rates.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU No. 596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS
SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.
For further information, please contact:
Manx Financial Group PLC Beaumont Cornish Limited Greentarget Limited
Denham Eke Roland Cornish/James Biddle Jamie Brownlee
Executive Vice Chair Tel: +44 (0) 20 7628 3396 Tel: +44 (0) 20 3307 5726
Tel: +44 (0) 1624 694694
Nominated Adviser
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.
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