President Energy, the energy company with a diverse portfolio of hydrocarbon production and exploration assets focused primarily in South America as well as Atome, a new green hydrogen and ammonia company announces a conversion of debt into equity.
On 2 January 2018 the Company entered into a loan agreement (the "Loan Agreement") with IYA Global Limited ("IYA") pursuant to which IYA provided a loan facility up to $20.5 million to the Company (as subsequently amended), the balance of this loan as at 1 August 2021 was US$11.4 million and is due for repayment by 31 December 2024 .
IYA is a company beneficially owned by Peter Levine . IYA has agreed to convert the sum of £102,000.00 being part of the debt owed to it under the Loan Agreement into 6,000,000 new ordinary shares in the Company ("the Conversion Shares") at the closing mid-market price on the day prior to this announcement of 1.7 pence per Conversion Share (the "Conversion"). IYA has directed in accordance with Peter Levine's wishes that the Conversion Shares shall be allotted and issued to the Peter Levine Foundation (the "Foundation") a charity in which neither Peter Levine nor any members of his family are beneficially interested and whose principal objectives are for promoting education and the welfare of the young.
Accordingly, following the Conversion Peter Levine through his investment vehicles will hold 29.38% of the entire issued share capital of the Company. The Foundation will hold 0.29% of the entire issued share capital of the Company.
Application has been made for 6,000,000 Conversion Shares to be admitted to trading on AIM and dealings are expected to commence on 11 October 2021 ("Admission").
The Conversion Shares will rank pari passu with the existing ordinary shares in the capital of the Company. Following Admission, the Company's issued share capital will consist of 2,047,074,484 Ordinary Shares. Accordingly, the figure of 2,047,074,484 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FCA's Disclosure Guidance and Transparency Rules.
Related Party Transaction
The Conversion constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies by virtue of the fact that IYA is beneficially owned by Peter Levine who is a director and substantial shareholder of the Company.
The independent directors of the Company, being Jorge Dario Bongiovani and Alex Moody-Stuart , consider, having consulted with the Company's nominated advisor, that the terms of the Conversion are fair and reasonable insofar as the Company's shareholders are concerned.