African Medical Investments PLC Convertible Loan Note Instrument (0533P)
19 Oktober 2012 - 8:00AM
UK Regulatory
TIDMAMEI
RNS Number : 0533P
African Medical Investments PLC
19 October 2012
African Medical Investments plc / Index: AIM / Epic: AMEI /
Sector: Healthcare
19 October 2012
African Medical Investments plc ('African Medical' or 'the
Company')
Convertible Loan Note Instrument
African Medical Investments plc, the AIM listed company
operating in the African healthcare sector, announces that
Harbinger Capital Partners Master Fund I, Ltd ('Harbinger')
subscribed on 18 October 2012 for the second and final balance of
US$750,000 (the 'Final Balance') under the terms of a convertible
loan note instrument constituted on 29 August 2012 (the 'August
2012 Convertible Loan Notes'). The initial balance of US$250,000
under the August 2012 Convertible Loan Notes was subscribed for by
Harbinger on 29 August 2012.
In addition to the subscription for the Final Balance, Harbinger
and the Company have agreed that:
(a) Harbinger will, in respect of its entire beneficial holding
of shares in the Company, vote in favour of the special resolutions
proposed at the Company's next annual general meeting for the
disapplication of pre-emption rights that would otherwise apply on
the issue of shares: (i) on conversion of the August 2012
Convertible Loan Notes and all other loan notes previously issued
by the Company to Harbinger (together, the 'Convertible Loan
Notes'); and (ii) the issue of up to 1.1bn shares for cash (the
'general disapplication authority');
(b) certain remaining restrictive covenants contained in the
Convertible Loan Notes to which the Company would otherwise be
bound are immediately terminated and cease to have any effect,
except that the Company may only issue, pursuant to the general
disapplication authority, up to a further 1.1bn ordinary shares
(excluding any shares issued on conversion of the Convertible Loan
Notes) for cash at a price per share of not less than 0.75p;
(c) the Company has released Harbinger from any liability
arising from the Final Balance not having been subscribed for on 12
October 2012; and
(d) Harbinger will reimburse the Company for the costs incurred
by its UK legal advisers and its nominated adviser in connection
with the implementation of the above, and previously agreed,
arrangements relating to an extension of the date for the
subscription of the Final Balance, up to a cap of GBP40,000
(inclusive if any VAT, disbursements, charges and other
expenses).
As Harbinger is a substantial shareholder in African Medical,
the arrangements described above constitute a related party
transaction under the AIM Rules for Companies. The Board, other
than Joseph Cleverdon and Altaf Mackeen, the Harbinger nominated
directors, having consulted with Seymour Pierce Limited, the
Company's nominated adviser, consider the terms of these
arrangements to be fair and reasonable insofar as shareholders are
concerned.
** ENDS **
For further information please visit www.amiplc.com or
contact:
Peter Botha African Medical Investments Tel: +27 833 269 564
Plc
Jonathan Wright Seymour Pierce Ltd Tel: +44 (0) 20 7107
8000
David Foreman Seymour Pierce Ltd Tel: +44 (0) 20 7107
8000
David Hart Daniel Stewart & Company Tel: +44 (0) 20 7776
Plc 6550
Martin Lampshire Daniel Stewart & Company Tel: +44 (0) 20 7776
Plc 6550
Susie Geliher St Brides Media & Finance Tel: +44 (0) 20 7236
Ltd 1177
Notes
African Medical Investments plc (AIM: AMEI) provides
international standard healthcare through private hospitals across
Africa, targeting the expanding African middle classes and the
expatriate, non-governmental organisations, diplomatic and tourist
markets. The Company currently has hospitals in Dar es Salaam
(Tanzania), Maputo (Mozambique) and Harare (Zimbabwe). Its current
focus is on improving occupancy rates and optimising the space of
these facilities, however expansion remains a longer term focus
either through the construction of new hospitals or investments in
existing facilities.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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