Investment in Farm Lands of Guinea Inc (9796L)
August 09 2011 - 2:00AM
UK Regulatory
TIDMAIM
RNS Number : 9796L
AIM Investments PLC
09 August 2011
9 August 2011
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
AIM Investments Plc
(the "Company")
Investment in Farm Lands of Guinea Inc
The Company is pleased to announce that it has reached an
agreement with Farm Lands of Guinea Inc ("FLG") whereby the Company
will be investing US$1,000,000 into FLG and FLG will also invest
$500,000 into the Company (the "Subscription").
FLG is a Nevada corporation, which through its direct subsidiary
Farm Lands of Guinea Limited, a British Virgin Islands' company,
and its indirect 90%-owned subsidiary, Land & Resources
(Guinea) SA, is acquiring and consolidating farm land and
operations in the Republic of Guinea and rehabilitating them back
into production using modern agricultural techniques and practices.
FLG has prepaid 99 year leases on over 100,000 hectares of arable
land. The FLG common stock, par value $0.001 ("Common Stock") is
traded on the Over-the-Counter Bulletin Board under the symbol
"FLGI.OB". As at close of business on Friday 5(th) August, the mid
price was $5.49, valuing FLG at $49,410,000
FLG is raising up to $5,000,000 of new funds to prepare and
cultivate the leased farmland in Guinea through the issue of
250,000 units (the "Units") at $20.00 per Unit for an aggregate
offering price of $5,000,000 (the "Placing"). The Units comprise of
four shares of Common Stock, one Series A Warrant to purchase one
share of Common Stock at an exercise price of $7.50 per share and
one Series B Warrant to purchase one share of Common Stock at an
exercise price of $10.00 per share (together with Series A Warrant,
the "Warrants"). The placing price of $20 per Unit generates a
post-money valuation of $50,000,000 for FLG, assuming 10,000,000
shares issued and outstanding post-closing. Following the
investment, the Company would be interested in 50,000 Units,
representing 2% of FLG assuming the Placing is fully subscribed.
Desmond Holdings Ltd, a major shareholder in the Company, is
assisting FLG with the Placing.
Under the terms of the Placing, the Company also has the right
of first refusal to invest in up to 50% of any subsequent
fundraise. It also has certain anti-dilution rights if, at any time
in the 24 months following closing of the placing, FLG issues or
sells its shares to other parties at a valuation lower than $6.50
per share ("Dilutive Issuance"). Then any outstanding shares held
by the Company at the time of any such Dilutive Issuance shall be
adjusted in the same proportion as the valuation of a Dilutive
Issuance relates to the Valuation.
FLG has also agreed with its investors to meet four "Make Good"
Milestones listed below during the 12 months following the closing
of the Offering. An aggregate penalty of $1,000,000 per missed
Milestone shall be paid to the Investors holding the Units on the
date of non-achievement within 30 days after such date, payable in
common shares of the Company's stock valued at the lower of the
then-current price per share on the OTCBB or other exchange where
it trades, or the per share price of $5.00. The outstanding
Milestones are as follows:
1. Execution of 99-year lease with Guinea Ministry of
Agriculture for the N'Dema (5,340 hectares) and Konindou (3,475
hectares) properties. Already taken place.
2. Complete the exploration and mapping of Saraya property
comprising 98,400 hectares of Option Land. Already taken place.
3. Completion and delivery to the Guinea Ministry of Agriculture
of the Sustainability/Viability Survey for the 98,400 hectares
Saraya property by September 30 2011.
4. Maintenance of the Option Agreement with Guinea Ministry of
Agriculture in continued good standing by December 31 2011.
FLG is subscribing for 24,500,000 new ordinary shares of 0.1p in
the capital of the Company, at a subscription price of 1.25p per
share (the "Subscription Shares"). FLG will also receive 24,500,000
warrants exercisable at 1.5p per share. Upon completion of the
Subscription, FLG will be interested in 8.8% of the issued share
capital of the Company. The Subscription Shares will rank pari
passu with the existing ordinary shares. Application will be made
for the Subscription Shares to be admitted to trading on AIM and
dealings are expected to commence at 8.00am on 17 August 2011.
Following the issue of all of the Subscription Shares, the total
number of shares in issue will be 277,225,666 ordinary shares of
0.1p each.
The Board commented, "The investment in Farm Lands of Guinea
Inc. gives the Company and its shareholders exposure to the
exciting growth prospects presented by this large-scale
agricultural opportunity in West Africa. FLG has negotiated
extremely generous leases and options on significant parcels of
fertile land, which will be suitable for growing maize, rice and
soya after preparation. We have strong belief in the management
team, who have demonstrated their abilities very successfully on
similar projects in South America. We are confident that the
management can follow the initial project in Guinea through to
completion and roll out the model to neighbouring countries, with
which they are already in negotiation.
The Company's investment benefits from the public status of the
investment vehicle, the generous warrant coverage, the right of
first refusal to participate in future rounds of fundraising,
anti-dilution rights and make good milestones."
For further information please contact:
AIM Investments Plc Mark Pajak 0207 002 1027
Daniel Stewart & Company
(Nominated Adviser Antony Legge /
and Broker) James Thomas 020 7776 6550
www.aiminvestmentsplc.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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