07:00 Wed 07 Mar 2018
Mirada PLC - New £3m loan facility
Prior to publication, the information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this announcement, this information is now considered to be in the public domain.
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The proceeds from the Facility are to be used alongside
Terms of the Facility
The Facility comprises two tranches:
The Facility is for one year and therefore funds drawn down under the Facility are repayable by 6 March 2019 (the "Maturity Date"). The Company can elect to give notice of early repayment of the amount drawn under the Facility (the "Loan"), in whole or in part, at any time after the date which is two months following the date of the Facility, subject to any repayment being for a minimum amount of
The Facility is to be secured by way of a Spanish law first ranking pledge in favour of the lender (as defined) over the credit rights (equivalent to receivables due) under a master agreement and software licence agreement entered into between Mirada Iberia, S.A.U (a subsidiary of
The Facility bears an interest rate of 15 per cent. per annum on monies that are drawn down, which shall be payable quarterly in arrears. Should an event of default occur, an additional 2 per cent. interest per annum will be charged until the Loan has been repaid in full.
The Loan, and all applicable interest, is immediately repayable early on certain customary events of default occurring as set out further below.
About the lender
The Facility is being provided by
Related party transaction
The entering into of the Facility with Kaptungs is a related party transaction pursuant to Rule 13 of the AIM Rules for Companies, due to
Outlook and reasons for the Loan
The Company continues deployment works for ATNi in the
The prospect for revenues from the contracts with ATNi and Digital TV allows the Company to have strong visibility of revenue levels for the next financial year. However, the significant short-term working capital requirements for these deployments, added to the efforts of the Company in winning new customers, require a stronger balance sheet position, which the Facility seeks to address. Although
To date the Company has relied on its current debt financing facilities, including its invoice discounting facilities, and the Company's net debt at
"The Company is currently in an expansion phase and is investing in the deployment of its recently won contracts, which have intensive working capital requirements. We are very grateful for the support provided from our largest shareholder, which will greatly help with the cash flow requirements of our current deployments and in converting our strong pipeline of new business opportunities."
Other terms of the Facility
The Facility is not transferable or assignable by the lender.
The Company will pay the lender's fees of
The Company has provided the lender with customary warranties and representations in respect of the Facility and certain other matters. The Company has also given certain undertakings to the lender, including, inter alia, that until the Loan has been repaid in full, the Company will:
(i) not pay or make any payment or transfer to shareholders of any dividend, bonus, loan or distribution;
(ii) not without the prior consent of the lender (such consent not to be unreasonably withheld or delayed) incur any other indebtedness other than: (a) trade debts incurred in the ordinary course of business; or (b) certain permitted indebtedness; or (c) the renewal or extension of any indebtedness which exists on the date of the Facility (provided that the principal amount of such indebtedness does not increase to a material extent);
(iii) notify the lender upon becoming aware of any breach of any law, regulation or practice or any material breach of any licence, permit, consent or other authorisation held;
(v) exercise all rights and comply with all obligations under the Facility;
(vi) notify the lender of any Events of Default (as defined below) or of any litigation, arbitration or administrative proceedings or claims made or threatened against the Company which could have a material adverse effect on its business, assets or financial condition;
(vii) effect and maintain insurance over its assets and business; and
(viii) not without the prior written consent of the lender (such consent not to be unreasonably withheld or delayed) sell, assign, lease, transfer or otherwise dispose of in any manner all or any part of, or any interest in, its assets other than: (i) trading stock in the ordinary course of business; (ii) assets exchanged for other assets comparable or superior as to type, value and quality; and (iii) assets whose individual market value is worth less than £100,000.
Events of default
The Loan, and all applicable interest, is immediately repayable early on certain customary events of default occurring including, inter alia, (the "Events of Default"):
(i) failure by the Company to make payment on a due date;
(ii) any breach of warranty or representation made by the Company under the Facility;
(iii) a material breach of the Facility by the Company which, if capable of remedy, is not remedied within 10 business days to the reasonable satisfaction of the lender;
(iv) the Company, or any of its subsidiaries, being unable to pay its debts or otherwise becoming insolvent;
(v) the appointment of an administrator or other receiver of the whole or any part of the assets of the Company, or any of its subsidiaries;
(vi) any distress or other legal process affects the whole or a material part of the assets of the Company, or any of its subsidiaries, and is not discharged within 21 days;
(vii) an order being made or a petition being presented for the winding-up or liquidation of the Company, or any of its subsidiaries, or an administration order against the Company, or any of subsidiaries, being presented or notice of the appointment of an administrator in respect of the Company, or any of its subsidiaries, being presented;
(viii) any event occurring which in the reasonable opinion of the lender is likely to have a material adverse effect on the Company's ability to comply with its obligations under the Facility;
(x) a change of control occurs, which means the transfer of shares in the Company to any person not already a shareholder in the Company, or persons acting in concert (as defined in the Takeover Code) with them, such that the transferee (or persons acting in concert) obtains control (as defined in section 1124 of the Corporation Tax Act 2010); or
(xi) the Company failing to comply with its obligations to enter into the first ranking pledge in favour of the lender in accordance with the terms of the Facility.
The Facility is governed by English law.
Enquiries:
Gonzalo Babío, Finance Director |
+44 (0) 207 868 2104 |
|
+44 (0) 20 7653 9850 |
(Nominated Adviser and Broker) |
+44 (0) 20 3328 5656 |
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