ALR Alternative E.

TIDMALR

RNS Number : 3867M

Alternative Energy Limited

15 July 2014

15 July 2014

ALTERNATIVE ENERGY LIMITED

("AEL" or the "Company")

Senior Loan Note Instrument

The Company is pleased to announce that on 7 July 2014 it entered into a senior loan note instrument agreement with Darwin Strategic Limited ("Darwin") ("Agreement") for general working capital purposes.

The Company has issued a senior loan note to Darwin for a principle amount of GBP225,000 ("Principal Amount") ("Note") with a subscription price of GBP180,000 repayable by the Company on 7 November 2014 ("Initial Maturity Date"). If the Note is not repaid in full by the Initial Maturity Date, , the Principal Amount owed by the Company shall be automatically increased to GBP270,000 ("Increased Principal Amount") and the maturity date shall be extended to 7 May 2016 ("Extended Maturity Date") (such period between 8 November 2014 and 7 May 2016 being the "Conversion Period").

At any time during the Conversion Period Darwin may convert all the outstanding and unpaid total of the Increased Principal Amount into ordinary shares in the Company ("Ordinary Shares") at an agreed conversion rate being the lesser of (i) GBP0.0125 and (ii) the average Ordinary Share price for three trading days selected by Darwin during the twenty trading days prior to and including the date of conversion, multiplied by 0.80 and subject to any agreed adjustments.

If the conversion rights have not been exercised, the Company may repay the Increased Principle Amount at any time in full during the Conversion period. A default interest of one per cent. per month of the Increased Principal Amount will accrue and be payable monthly on the Principle Amount outstanding if the Principle Amount has not been repaid or converted by the Initial Maturity Date.

The Agreement contains provisions in relation to events of default by the Company and in relation to situations concerning a change of control of the Company. The Company has also provided certain warranties, undertaking, covenants and indemnities to Darwin on entering into the Agreement.

In consideration for the Note the Company has paid Darwin an arrangement fee of GBP22,500. The Company has also entered into a warrant deed with Darwin ("Warrant Deed") whereby the Company will issue 27,000,000 warrants over ordinary shares in the Company to Darwin ("Warrants"). The Warrants are exercisable for five years and seven days from the date of issue of the Warrants (being extended by a trading day for every trading day that Darwin is an insider and therefore not able to exercise the Warrants) at an exercise price (subject to any agreed adjustments for example in relation to Ordinary Share issues at less than the exercise price) of the lower of (i)GBP0.0125 per Ordinary Share (subject to any agreed adjustments) and (ii) in respect of an Ordinary Share at a particular date, the average of the volume weighted average price for the Ordinary Shares as reported by Bloomberg for the five trading days immediately following the re-admission to trading of AEL onto AIM. If the Company repays the Principal Amount prior to the Initial Maturity Date the Company may cancel up to 8,000,000 of the warrant shares which are the subject of the Warrant Deed. Darwin may pay for the Warrants in cash or surrender a portion of its Note.

The Note may be transferred by Darwin, however the Company is precluded from transferring its obligations under the Agreement.

For further information please see the Company's website: www.alternativenergy.com.sg or please contact:

 
ALTERNATIVE ENERGY LIMITED 
Richard Lascelles, Independent Non-executive Director  Tel: +44 (0) 20 7408 1067 
 Eric Goh, Executive Director                           Tel: +65 68737782 
BEAUMONT CORNISH LIMITED (Nomad) 
Roland Cornish and Emily Staples                       Tel: +44 (0) 20 7628 3396 
PETERHOUSE CORPORATE FINANCE (Broker) 
Lucy Williams                                          Tel: +44 (0) 20 7469 0930 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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