Issue of Convertible Loan Notes & PCA Holding
Updated : 17:17
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
8 November 2022
TINTRA PLC
("TNT", the "Group" or the "Company")
Issue of Convertible Loan Notes
Holdings in the Company
The Company has received a notice from Tintra Acquisitions Limited ("TAL"), that in accordance with the financing agreement announced on 25 March 2021 (as amended by the announcement of 15 July 2021), that TAL wishes to settle the remaining £321,990 (plus £4,687 of accrued interest) of its existing loan facility to the Company (the "Loan") that may be settled by way of the issue of 5%, 3-year, convertible loan notes, convertible at a price of 10 pence per Ordinary Share (the "Convertible Loan Notes"). A total of £326,677 Convertible Loan Notes has therefore been issued to TAL.
The issue of Convertible Loan Notes was capped at the time of the financing agreement, as such the balance of the Loan after this issue will be £52,500 (plus accrued interest), which relates to re-drawn amounts on a revolving facility due to be repaid in cash on 25 March 2023, in accordance with the original agreement.
PCA Dealing & Holding in the Company
TAL has today informed the Company that following the issue of the Convertible Loan Notes, it will be transferring (the "Transfer") certain of its holdings of Convertible Loan Notes and ordinary shares of 1 pence in the capital of the Company ("Ordinary Shares") to TAL's 100% shareholder, The Tintra Trust ("TTT"). The ultimate control of the voting rights, as set out in the announcement of 8 December 2021, following the Transfer remain unchanged. The interest remains unchanged at 3,978,611 Ordinary Shares, equivalent to 26.32% of the current issued Ordinary Shares.
Following the Transfer, the holdings will be:
Total Ordinary Shares | Total Convertible Loan Notes | |
TAL | 250,000 | £25,000 |
TTT | 3,728,611 | £376,677 |
Richard Shearer, Group CEO and Director of TAL commented, "Driven by the same housekeeping rationale as other actions in the past few days, this step removes from Tintra plc's balance sheet another repayable obligation and at the same time ensures that TAL has assets available to be able to support the obligations it voluntarily adopted to support St Daniel House which in turn has also enhanced the Company's balance sheet by more than £1m."
For further information, contact:
Tintra PLC (Communications Head) Hannah Haffield h.haffield@tintra.com Website www.tintra.com | 020 3795 0421 |
Allenby Capital Limited (Nomad, Financial Adviser & Broker) John Depasquale / Nick Harriss / Vivek Bhardwaj | 020 3328 5656 |
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name | Tintra Acquisitions Limited | ||||
2
| Reason for the notification
| |||||
a)
| Position/status
| PCA of PDMR (R Shearer - CEO) | ||||
b)
| Initial notification /Amendment | Initial notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Tintra plc | ||||
b)
| LEI | 213800YKVH5ISMCNWJ42 | ||||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
a)
| Description of the financial instrument, type of instrument Identification code | Ordinary shares of 1p
GB00BHXM9D70 | ||||
b)
| Nature of the transaction | Issue of £326,677 of convertible loan notes, convertible at 10p per ordinary share | ||||
c)
| Price(s) and volume(s)
|
| ||||
d)
| Aggregated information - Aggregated volume - Price |
| ||||
e)
| Date of the transaction | 4 Nov 2022
| ||||
f)
| Place of the transaction | N/A | ||||
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name | Tintra Acquisitions Limited & The Tintra Trust (The Tintra Trust is the owner of 100% of the share capital of Tintra Acquisitions Limited) | ||||
2
| Reason for the notification
| |||||
a)
| Position/status
| PCA (both entities) of PDMR (R Shearer - CEO) | ||||
b)
| Initial notification /Amendment | Initial notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Tintra plc | ||||
b)
| LEI | 213800YKVH5ISMCNWJ42 | ||||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
a)
| Description of the financial instrument, type of instrument Identification code | Ordinary shares of 1p
GB00BHXM9D70 | ||||
b)
| Nature of the transaction | Transfer of £376,677 of convertible loan notes, convertible at 10p per ordinary share and 3,467,111 Ordinary Shares from Tintra Acquisitions Limited to The Tintra Trust | ||||
c)
| Price(s) and volume(s)
|
| ||||
d)
| Aggregated information - Aggregated volume - Price |
| ||||
e)
| Date of the transaction | 4 Nov 2022
| ||||
f)
| Place of the transaction | N/A | ||||
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