Cambria Africa PLC Placement of US$2million convertible by subsidiary (2963E)
09 Mai 2013 - 8:00AM
UK Regulatory
TIDMCMB
RNS Number : 2963E
Cambria Africa PLC
09 May 2013
9 May 2013
Cambria Africa plc
("Cambria" or the "Company")
Placement of US$2 million convertible debt by subsidiary
-- Cambria has executed agreements with a subsidiary of Nisela
Capital* relating to the placement of US$2 million in convertible
debt into Payserv, its investee company
-- The debt carries a 15% coupon, matures in 3 years, and is
convertible into 21.3% of Payserv's equity
-- Conversion rights exclude Payserv's property, which serves as
security for the loan
-- Half the proceeds remain in Payserv, the other half will be
paid to Cambria
-- Proceeds will predominantly be used to execute growth
strategies at Payserv and Millchem
Cambria (AIM:CMB) is pleased to announce it has executed
agreements with a subsidiary of Johannesburg based Nisela Capital
(Nisela) relating to the placement of US$ 2 million in convertible
debt into its Payserv subsidiary.
The debt carries a coupon of 15%, has a maturity of 3 years and
offers the opportunity to convert all or part of it into a maximum
of 21.3% of Payserv's equity. The transaction excludes a property
held by Payserv, which serves as security for the loan.
Half the proceeds of the financing will remain with Payserv, the
other half will flow to Cambria.
Assuming full conversion by Nisela, the transaction would value
Cambria's remaining stake in the Payserv business, in addition to
the US$1.0 million immediately extracted by Cambria and the
retained full ownership of Payserv's property, at a combined US$
10.3 million. The Payserv business and the property currently carry
a book value of US$2.2 million. In comparison, Cambria's market
capitalization on AIM is currently US$9.0 million. This transaction
provides strong third party evidence of the concrete value within
Cambria's portfolio, not fully reflected by the Company's current
market capitalisation.
Proceeds of the financing will be used to support the growth of
Payserv and Millchem, repay short term debt liabilities at Payserv,
as well as for general working capital purposes.
Payserv Africa, wholly owned by Cambria, provides EDI switching
services (Paynet), 'payslip' processing (Autopay), and payroll
based microfinance loan processing (Tradanet (51% holding)). While
Payserv continues to generate the vast majority of its revenues in
Zimbabwe, it has made significant strides building a presence in
the Zambian market.
In its recently published interim results, Cambria disclosed
Payserv generated revenues and gross profit during the first half
of the present financial year of US$ 2.1 million and US$ 1.9
million, respectively. This implied that over two years Payserv has
grown revenues by over 1.5 times and gross profit by almost 2
times.
Certain regulatory approvals are required before funds can be
disbursed and the Company can therefore not be certain the
transaction will complete. It will inform shareholders as
developments occur.
Cambria's Chief Executive, Edzo Wisman, commented: "This is an
exciting transaction for a number of reasons. Firstly, it evidences
Cambria's ability to add, and subsequently realize value from its
investments. Secondly, in Nisela we have found a well-resourced and
well-connected partner, sharing our values, and with in-depth
knowledge of the Southern Africa payments industry. Lastly, we are
pleased to have secured an innovative financing structure that also
brings additional expertise to the table."
Added Ian Perkins, Cambria's Chair: "With this transaction
Cambria firmly places Payserv on an accelerated growth path,
allowing it to further build its presence in Zimbabwe and Zambia,
and with a clear mandate to grow both its payment systems offering
as well as its geographic presence."
Comments Tatenda Mutizwa, Executive Director with Nisela:
"Paynet is a Zimbabwean success story having been led by a superb
management team and benefiting from the foresight, innovation and
support of Cambria as its shareholder. We look forward to
supporting Paynet's management as well as Cambria in driving growth
in shareholder value."
* Agreements have been executed with Cerulean (Mauritius) PCC, a
special purpose vehicle created by a subsidiary of Nisela
Capital
Contacts
Cambria Africa plc www.cambriaafrica.com
+44 (0) 7831 674
Ian Perkins 585
Edzo Wisman + 1 (0) 416 358 1910
WH Ireland Limited www.wh-ireland.co.uk
James Joyce / Nick Field +44 (0) 20 7220 1666
- ends -
NOTES TO EDITORS
About Cambria Africa plc
Cambria Africa plc, quoted on the AIM market of the London Stock
Exchange, is a long term, active investment company, building a
portfolio of investments primarily in Zimbabwe.
About Nisela Capital
Johannesburg based Nisela Capital is a boutique alternative
asset management and advisory firm. Since 2011, Nurture Capital
Principals, a subsidiary of Nisela, has managed the Nurture African
Fund, a Southern African mezzanine fund focusing on Mozambique,
Zambia and Zimbabwe.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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