REG - Tirupati Graphite - Update Regarding Convertible Loan Notes

Tirupati GraphiteAnnouncement

01/12/2023 17:00

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RNS Number : 4583V  Tirupati Graphite PLC  01 December 2023

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considered to be in the public domain.

 

 1 December 2023

Tirupati Graphite plc

('Tirupati', 'TG' or the 'Company')

 

                Update Regarding Convertible Loan Notes

 

Tirupati Graphite plc (TGR.L, TGRHF.OTCQX), the specialist Flake Graphite
company and supplier of the critical mineral for the global energy transition,
is pleased to announce it has reached an agreement with noteholders to settle
the interest payable in July 2023 on its outstanding convertible loan notes by
the issue of 1,285,952 ordinary shares of £0.025 each in the capital of the
Company.

 

The Company created:

 

·    3,000,000 convertible loan notes of £1 par value each pursuant to a
convertible loan note instrument dated 31 May 2019; and

·    3,000,000 convertible loan notes of £1 par value each pursuant to a
convertible loan note instrument dated 5 August 2022,

(the "Notes").

 

As at 30 June 2023, 2,771,500 Notes are outstanding across both instruments.
The Notes carry interest of 12% per annum payable bi-annually. The latest
interest payment was due in July 2023; however, the Company agreed with the
noteholders to find a non cash payment option to enable the cash resources to
be used to continue to ramp up production at its projects.

 

After consultation, a written special resolution dated 3 October 2023 was
proposed to and received 75% support from the noteholders thus being adopted
as per the terms of the Note.

 

The Company has agreed with noteholders to:

 

·    satisfy the July Interest payment by the issue and allotment of
ordinary shares of £0.25 each in the capital of the Company ("Consideration
Shares") having a value a close as possible to the amount owed to noteholders
based on an issue price of 17.10p (being the time weight average price of the
Consideration Shares for the 10 day trading period to 3 October 2023); and

·    increase the interest payment for July 2023 to an annualised rate of
16% for the half year period of January to June 2023 ("July Interest").

 

Accordingly, a total of 1,285,952 Consideration Shares will be issued to
noteholders to satisfy the July Interest payment.

 

Admission of the Consideration Shares to the Standard Segment of the Official
List of the Financial Conduct Authority ("FCA") and to trading on the Main
Market of the London Stock Exchange, is expected to become effective on or
about 8.00 a.m. on Friday 8 December 2023 ("Admission").

 

Following the issue Consideration Shares the Company's issued share capital
will comprise 108,252,664 ordinary shares of £0.025 each. The above figure
may be used by shareholders as the denominator for the calculations by which
they will determine whether they are required to notify their interest in, or
a change to their interest in, the Company under the Financial Conduct
Authority's Disclosure and Transparency Rules.

 

Shishir Poddar, Executive Chairman, said:

"We are pleased to have reached this agreement with our noteholders and thank
them for their flexibility and patience which enabled us to continue the
ramp-up of our production at pace.  We welcome them to our register alongside
our existing investors and are confident that we will soon start to realise
the value of the investment we have made this year to increase production
rates.

 

"We have completed the first phase of our development and remain committed to
becoming the leading producer and supplier of Natural Graphite, primarily for
use in Li-ion batteries and the energy transition sectors, outside of China.
The energy transition provides huge opportunities to us as we prepare for the
next stage of our development."

 

 

ENDS

For further information, please visit https://www.tirupatigraphite.co.uk/
(https://www.tirupatigraphite.co.uk/) or contact:

 

 Tirupati Graphite Plc

 Puruvi Poddar - Chief of Corporate & Business Development        admin@tirupatigraphite.co.uk (mailto:admin@tirupatigraphite.co.uk)

                                                                  +44 (0) 20 39849894
 Optiva Securities Limited (Joint Broker)

 Ben Maitland - Corporate Finance                                 +44 (0) 20 3034 2707

 Holly Ritson - Corporate Broking                                 +44 (0) 20 3981 4173
 Shard Capital Partners LLP (Joint Broker)

 Isabella Pierre - Corporate Broking                              +44 20 71869927

 Damon Heath - Corporate Broking                                  +44 20 7186 9950
 FTI Consulting (Financial PR)                                    +44 (0) 20 3727 1000

 Ben Brewerton / Nick Hennis / Lucy Wigney                        tirupati@fticonsulting.com

 

About Tirupati Graphite

 

Tirupati Graphite Plc is a specialist Graphite producer and a supplier of
critical minerals for a decarbonised economy and the energy transition. The
Company places a special emphasis on green applications including renewable
energy, e-mobility, energy storage and thermal management, and is committed to
ensuring its operations are sustainable.

The Company's operations include primary mining and processing in Madagascar
where the Company operates two key projects, Sahamamy and Vatomina with a
combined 30,000 tpa of currently installed capacity, producing high-quality
flake graphite concentrate with up to 97% purity and selling to customers
globally.

The Company has also acquired two advanced stage, world class, natural
graphite projects in Mozambique. Work has already commenced to optimise the
economics for development of the Montepuez graphite project, which is
permitted for 100,000tpa production and where substantial construction work
has already been undertaken by the previous operator.

 

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