New Funding Arrangements

23 August 2019

Real Good Food plc

("RGF" or "the Group")

£8.87m refinancing

Real Good Food plc is pleased to announce that it has secured a total credit facility (the "Facilities") of £8.87 million from Leumi ABL Limited ("Leumi"), enabling RGF to repay certain debt facilities provided by the Company's three major shareholders, NB. Ingredients Limited ("Napier Brown"), Omnicane International Investors Limited ("Omnicane"), and certain funds managed by Downing LLP ("Downing") (together the "Major Shareholders").

The Facilities

The £8.87 million provided by Leumi comprises:

·      a £5.45m receivables facility (the "Receivables Facility");

·      a £1.3m term loan facility (the "Term Facility"),

each with a 60 month term; and

·      a £2.12m plant and machinery facility (the "P&M Facility") with a 36 month term.

The Facilities carry early termination fees of 3 per cent. in the first year, 2 per cent. in the second year and 1 per cent. in the third and subsequent years and have standard financial and performance covenants.

£4.5 million of shareholder debt is to be repaid from the proceeds, £3.624m of principal, £0.604m of interest and £0.272m in redemption premium; Napier Brown will receive £1.627m, Omnicane £1.626m and Downing £1.247m.  The new arrangements will see a reduction in the annual interest charge of some £0.25m.  The balance of the funding will replace the existing CID and asset-based facilities.

Hugh Cawley, CEO of the Company, commented:

"We are delighted with the support we have received from Leumi in the form of the Facilities, as we seek to normalise our facilities with a better balance of bank funding and shareholder support. The bank's support underpins the work the Board has undertaken in streamlining the business units of RGF in order to drive the Group towards consolidated profitability.

"I would also like to thank our Major Shareholders for the financing they have provided over the past few years to ensure the financial survival of the Group as we have worked to turn RGF around."

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The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.