REG - Black Sea Property - Issue of Loan Notes

Neo London Capital ADAnnouncement

15/09/2023 16:00

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RNS Number : 6565M  Black Sea Property PLC  15 September 2023

15 September 2023

BLACK SEA PROPERTY PLC

("Black Sea Property" or the "Company")

 

Issue of Loan Notes to raise €4,437,000

 

Further to the announcement made on 30 August 2023, Black Sea Property PLC,
the Bulgarian real estate investment company, is pleased to announce that it
has raised an additional €4,437,000 through the issue of unsecured loan
notes (the "Loan Notes") to certain existing shareholders.

 

The proceeds of the issue of the Loan Notes have been used to pay a further
tranche of the consideration for the Acquisition, as defined in the 21 July
2023 announcement. The balance of the consideration, amounting to
€15,525,000, is due by the end of October 2023.

 

Terms of the Loan Notes

 

The Loan Notes are repayable on 31 December 2023 and interest will roll up and
be repaid on the maturity of the Loan Notes (the "Repayment Date"). The
interest payable on the Loan Notes is 3 months' Euro Interbank Offered Rate
plus 2.5% per annum.

 

In the event that, prior to the Repayment Date, Black Sea Property undertakes
an equity fundraise, then the holders of the Loan Notes have the right to
either (i) convert their Loan Notes, together with all accrued interest, into
ordinary shares in the Company (at a price per share to be determined by
reference to the VWAP for the ordinary shares for the five immediately
preceding days); or (ii) ask for repayment of the Loan Notes, provided the
Company has sufficient funds to repay the Loan Notes at that time.

 

Related party transactions

 

Mamferay Holdings ("Mamferay"), which is interested in 24.81% of the Company's
issued share capital, has subscribed for an additional €1,209,000 of the
Loan Notes. The subscription by Mamferay is therefore a related party
transaction for the purposes of the AQSE Growth Market Access Rulebook.

 

Neo London Capital PLC ("Neo"), which is interested in 28.41% of the Company's
issued share capital, has subscribed for €3,228,000 of the Loan Notes. The
subscription by Neo is therefore a related party transaction for the purposes
of the AQSE Growth Market Access Rulebook.

 

The directors of the Company (excluding, in relation to the Mamferay
subscription, Ventsislava Altanova and Miroslav Georgiev, who are also
Directors of Mamferay), having exercised reasonable care, skill and diligence,
consider that the issues of the Loan Notes to Mamferay and Neo are fair and
reasonable as far as the shareholders of BSP are concerned.

 

For further information, please visit www.blackseapropertyplc.com
(http://www.blackseapropertyplc.com) or contact the following:

 

 BLACK SEA PROPERTY PLC          +44 (0) 7568 605330

 Simon Hudd -  Chairman

 PETERHOUSE CAPITAL LIMITED      +44 (0) 207 469 0930

 Aquis Corporate Adviser

 Heena Karani and Duncan Vasey

 

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation EU 596/2014 as it forms part of retained EU law
(as defined in the European Union (Withdrawal) Act 2018).

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