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This announcement does not constitute a prospectus or offering memorandum or an offer in relation to any securities of First Sentinel Plc or of any other entity and should not be considered as a recommendation that any person should subscribe for or purchase any such securities.
This announcement contains inside information for the purposes of the Market Abuse Regulation (EU No. 596/2014) ("MAR"). Upon the publication of this announcement, this inside information is now considered to be in the public domain and shall therefore cease to be inside information.
1 May 2018
First Sentinel Plc
("First Sentinel" or the "Company")
Issue of up to £4,000,000 sterling denominated
7.0% Secured Bonds due 28 February 2023 ("Bonds")
Issue of the fourth tranche of Bonds
Issue of Bonds
First Sentinel Plc ("First Sentinel" or the "Company") (NEX: FSEN), the alternative investment company focused on providing growth capital for public and private company investments, announces that it has raised approximately AUD$1,861,500 (£1,020,000) from the issue of the fourth tranche of Bonds and it is anticipated that the Bonds will commence trading on NEX Exchange on or around 3 May 2018 under the symbol FSBN.
The Company announced on 1 February that it intends to issue up to £4,000,000 sterling denominated 7.0% Secured Bonds due 28 February 2023, to be admitted to trading on the NEX Exchange Growth Market. The Bonds are redeemable each year, and at a 5% premium if held to maturity, and Bondholders' interests will be partially protected by a credit insurance policy provided by Equinox Global, which will cover (subject to a £1 million aggregate cap per policy year) the risk of insolvency of certain underlying debtors of the Company's subsidiary, Perennial Enterprise PTY Ltd. Accordingly, the Company published the Information Memorandum in connection with the Bonds, a copy of which is available from the Company's website at www.first-sentinel.com. The application form can be found on https://first-sentinel.nevilleregistrars.co.uk/
The Company announced that it expects to issue the Bonds in tranches over the course of 2018 and intends to make an application for admission of the Bonds to trading on the NEX Exchange Growth Market as and when further funds are raised ("Admission"). The issue of this fourth tranche will bring the total Bonds in issue to 1,586,640, The Company will make a further regulatory news announcement at the point of any further Bond issue(s).
First Sentinel is also pleased to announce that in April 2018 it made two investments:
Amur Minerals Corporation (AIM:AMC)
Amur Minerals is a nickel-copper sulphide mineral exploration and resource development company focused on the far east of Russia.
On 13 February 2018, Amur Minerals Corporation announced that it had entered into up to a £10 million loan facility ("Loan") with Cuart Investments PCC Ltd and YA II PN Ltd ("Investors"), an investment consortium arranged by Riverfort Global Capital Ltd. First Sentinel entered into a participation certificate with a cell of Cuart Investments PCC Ltd to invest $250,000.
The Convertible Loan of up to US$10 million consists of three advances. Each advance is repayable by Amur Minerals Corporation in 12 monthly instalments. If Amur Minerals Corporation elects not to repay any instalment on the applicable monthly repayment date, then the Investors can elect to convert that outstanding instalment at any time into new ordinary shares in the Company. The conversion price of any part of an advance will either be made by reference to the lower of 130% of the price at the date of the advance or 90% of the lowest daily VWAP over the 5 trading days immediately prior to conversion. In conjunction with each advance, the Investors will be issued with warrants to the value of 30% of the value of each advance at an exercise price which is at a 30% premium to the price of each advance. Each set of warrants will be exercisable for a period of 3 years.
Titan FM Limited ("Titan")
Titan is a private acquisitive company operating in the facilities management sector. Titan aims to become a leading property service outsourcing platform for its clients. Titan's specific area of focus is within compliance driven critical services across the built environment spectrum, ensuring transparency for all stakeholders on the legal status of any asset.
Titan are experts at providing services which are essential to its customers operations and invariably covered by strict regulation or legislation. Following a sustained period of investment into developing a solid and scalable technology-led operating platform, Titan is now embarking on its next stage of growth. It will achieve this by concentrating on the demand for regulation driven compliance services accessed by strategic bolt-on acquisitions and investment in organic expansion.
Titan made its first acquisition in April of a specialist provider of air conditioning and refrigeration services and has a demonstrable pipeline of further opportunities at an advanced stage of negotiations with two further acquisitions planned in 2018.
First Sentinel invested £50,000 of equity in a pre-IPO transaction. Titan aims to list its shares on NEX Exchange Growth Market during 2018.
About First Sentinel
First Sentinel is an alternative investment company, registered with the FCA as a small authorised UK AIFM, which provides growth capital for public and private company investments. First Sentinel invests in a range of debt and equity instruments in target portfolio companies.
The Company's website is www.first-sentinel.com
For further corporate information, please contact:
Mr. Kris Kottmeier
VP Corporate Development
UK/Euro Tel: +44 (0) 20 3637 6522
North America Tel: +1 (604) 506-2502
Mr. Brian Stockbridge
First Sentinel Plc
Tel: + 44 (0) 7876 888 011
NEX Corporate Advisor
Beaumont Cornish Limited
James Biddle / Roland Cornish
Tel: +44(0)20 7628 3396