Evrima Plc

Regulatory Filings • Nov 30, 2022

National Storage Mechanism | Additional information

Evrima Plc - CEO Direct Financing

PR Newswire

London, November 30

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY EVRIMA PLC TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

30 November 2022

Evrima plc

(“Evrima” or the “Company”)

CEO, Burns Singh T Bhohi commits £250,000 in Working Capital via Secured Convertible Loan Notes

Evrima plc, the investment issuer focused on structuring investment transactions in the mining and junior exploration and development industries are pleased to provide an update with respect a direct financing arrangement entered into between the Company and the Company’s Chief Executive Officer (“CEO”), Burns Singh Tennent-Bhohi.

Burns Singh Tennent-Bhohi, Chief Executive Officer commented,

“Global policy shifts in Central Banking monetary policy have seen tightening measures that have aggressively reduced liquidity in global financial markets, increased capital outflows and importantly also signalled an increased cost of risk in money markets. These shifts coupled with geo-political uncertainties have created challenges for capital markets and of net-positive significance to Evrima, asset allocation.

The Company does maintain liquid assets that if sold today would offer capital reallocation opportunities and more than sufficient sustaining capital to cover planned corporate activity for the foreseeable future without the need for external equity financing.

Whilst I entirely appreciate that the aforementioned is in contrast to the announcement today, I believe that our equity interests in Premium Nickel Resources Corporation and Eastport Ventures Inc. should be maintained until the Board have visibility of a number of key corporate items that we believe accelerate the valuation of these interests held by the company. These items have a 12–18-month horizon and whilst we will remain vigilant of opportunities to capitalise profits without hesitation at all times, we want to specifically ensure that the Company’s decisions to dispose are to generate capital gains for capital reallocation and/or distribution purposes rather than our motivation to dispose being predicated by funding operational costs associated with the business.

To this end, it was important that in the Board taking this view which ultimately carries its own level of risk to our shareholders, that I ensure that the Company is well capitalised to support this strategy and even more so given the challenges in capital markets at present.

It continues to be a very busy period at the company, and the Company will be providing further updates with respect to the Company’s next evolution which the Board has been diligently working on.”

£250,000 Secured Convertible Loan Note (“SCLN”) Facility

• Chief Executive Officer, Burns Singh Tennent-Bhohi has made available the SCLN of which £100,000 will be drawn down immediately
• SCLN shall have a maturity of 12 months from the date of the agreement entered between both parties, with the Maturity date being 29.11.2023
• The SCLN shall carry a coupon of 10% and will be rolled-up on draw of funds to the borrower and payable upon maturity
• The SCLN will maintain a floating charge over the assets of the Company
• Upon redemption and at the election of the lender, the lender shall have the right to redeem the monies owing through cash redemption, conditional settlement by way of an issue of equity or settlement by way of a distribution of assets that reflect the monetary sum lent and outstanding, including all and any accrued interest payable to the lender
• Burns Singh Tennent-Bhohi has the right to serve the Directors notice and intention to convert any monies outstanding at the lower of the mid-price of Evrima as at the date of this agreement being, four pence per share (£0.04) or the 15-day volume weighted average price (VWAP) preceding the lenders intention to serve notice to convert.

Chief Executive Officer, Burns Singh Tennent-Bhohi has proposed that the terms of conversion and the right to convert any debt outstanding be subject to and conditional on shareholder approval (resolution to be included at the upcoming Annual General Meeting) to ensure shareholders have the right to vote on what is a substantive issue of equity to one party.

The Company expects to post its notice to convene its AGM in the coming days, a copy of which will be available at the Company’s website.

Burns Singh Tennent-Bhohi will abstain from voting on the proposed resolution put to shareholders.

Conditional on Shareholder Approval:

The SCLN constitutes a related party transaction under Rule 4.6 of the AQSE Growth Market Access Rulebook.  The Directors of Evrima, save for Burns Singh Tennent-Bhohi, consider that having exercised reasonable care, skill and diligence, the related party transaction is fair and reasonable as far as the shareholders of Evrima are concerned.

The Directors of Evrima accept responsibility for this announcement.

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

Ends -

Enquiries   : 

Company: 

Burns Singh Tennent-Bhohi (CEO & Director): [email protected]

Simon Grant-Rennick (Executive Chairman): [email protected]

Novum Securities Limited (AQSE Corporate Adviser):

David Coffman / George Duxberry: + 44 (0) 20 7399 9400