Issue of Convertible Loans and Equity

Published on 26/7/2019 • Category:

TIDMCIA 
 
Certain information contained in this announcement would have been deemed 
inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 
until the release of this announcement. 
 
26 July 2019 
 
       Clean Invest Africa plc ("Clean Invest Africa" or the "Company") 
 
                  Issue of Convertible Loan Notes and Equity 
 
Clean Invest Africa Plc (NEX:CIA), the NEX Exchange quoted clean technology and 
renewable energy investment company, is pleased to announce that it has issued 
unsecured convertible loan notes for a total of GBP130,000 (the "CLNs"). The CLNs 
have an annual coupon of 8%, expire on 24th July 2020 and are convertible into 
4,727,272 ordinary shares of 0.25p each in the Company ("Shares") at a price of 
2.75 pence per share being the listing price of the Company on its recent 
re-admission. The funds raised as a result of the issue of the CLNs will be 
used to provide additional working capital for the Company. 
 
Two Directors of the Company, Mr Noel Lyons and Mr Paul Ryan have subscribed 
for the CLNs as follows: 
 
Director                           GBP 
 
Mr N Lyons (Non-Executive          65,000 
Director) 
 
Mr Paul Ryan (Non-Executive        65,000 
Director) 
 
Total                              130,000 
 
In addition to the working capital requirements, a number of creditors have 
agreed to settle outstanding invoices totalling GBP54,000, into a total of 
2,088,888 Ordinary Shares comprising 1,200,000 Ordinary Shares at GBP0.025 per 
share (being equivalent to GBP30,000.00 including VAT and 888,888 Ordinary Shares 
at GBP0.027 (being equivalent to GBP24,000.00 including VAT) (the "Conversion 
Shares"). 
 
Filippo Fantechi, Director of Clean Invest Africa plc and CEO of CoalTech 
Group, commented "By participating in this modest fund raising at the listing 
price of 2.75p, the two Directors have shown their continuing confidence in the 
Company. 
 
The operating business, CoalTech Group, continues to have bright prospects 
particularly through international expansion and we will update shareholders as 
events unfold." 
 
 Related party transaction and shareholder vote 
 
The participation of the directors of the Company in the CLNs constitutes a 
related party transaction and those directors considered to be independent in 
relation to the transaction, consider that the terms of the transaction are 
fair and reasonable insofar as the Company's shareholders are concerned. 
 
Details of the Conversion Shares 
 
Application will be made for the Conversion Shares, which will rank pari 
passu with the existing ordinary shares in the Company, to be admitted to 
trading on NEX ("Admission").  It is expected that admission will become 
effective and dealings will commence at 8:00 a.m. on or around 2 August 2019. 
 
Total Voting Rights 
 
Following the issue of the Conversion Shares, the total issued share capital of 
the Company will consist of 894,211,730 ordinary shares of 0.25p each in issue, 
none of which are held in treasury. Therefore, the total number of voting 
rights in the Company is 894,211,730. 
 
The above figure of 894,211,730 Ordinary Shares may be used by shareholders in 
the Company as the denominator for the calculations by which they will 
determine if they are required to notify their interest in, or a change in 
their interest in, the share capital of the Company under the FCA's Disclosure 
and Transparency Rules. 
 
The directors of the Company accept responsibility for the contents of this 
announcement 
 
ENQUIRIES: 
 
ENQUIRIES: 
 
Company 
 
Clean Invest Africa PLC 
 
Noel Lyons/Paul Ryan 
 
Telephone: +44 7912 514 809/ +32 475 754 148 
 
Corporate Adviser 
 
Peterhouse Capital Limited 
 
Guy Miller/Mark Anwyl 
 
Telephone: 020 7220 9795 
 
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING 
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM 
 
1.          Details of the person discharging managerial responsibilities/ 
            person closely associated 
 
a)          Name:                                 Mr. NOEL LYONS 
 
2.          Reason for the notification 
 
a)          Position/status:                      Non-Executive Director 
 
b)          Initial notification/Amendment:       Initial notification 
 
3.          Details of the issuer, emission allowance market participant, 
            auction platform, auctioneer or auction monitor 
 
a)          Name:                                 Clean Invest Africa plc 
 
b)          LEI:                                  21380018O4YRPUEJUS57 
 
4.          Details of the transaction(s): section to be repeated for (i) 
            each type of instrument; (ii) each type of transaction; (iii) 
            each date; and (iv) each place where transactions have been 
            conducted 
 
a)          Description of the financial          Ordinary shares of 0.25 
            instrument, type of instrument:       pence each 
            Identification code:                  ISIN:GB00BF52QX07 
 
b)          Nature of the transaction:             a. CLN Subscription 
                                                   b. Issue of shares in 
                                                      lieu of fees 
 
c)          Price(s) and volume(s):                a. CLN Subscription 
 
                                                  Price(s)    Volume(s) 
 
                                                  2.75 p      2,363,636 
 
d)          Aggregated information:               See 4c) above 
            Aggregated volume: 
            Price: 
 
e)          Date of the transaction:              26 July 2019 
 
f)          Place of the transaction:             Outside a trading venue 
 
 
 
1.          Details of the person discharging managerial responsibilities/ 
            person closely associated 
 
a)          Name:                                 Mr. Paul Ryan 
 
2.          Reason for the notification 
 
a)          Position/status:                      Non-Executive Director 
 
b)          Initial notification/Amendment:       Initial notification 
 
3.          Details of the issuer, emission allowance market participant, 
            auction platform, auctioneer or auction monitor 
 
a)          Name:                                 Clean Invest Africa plc 
 
b)          LEI:                                  21380018O4YRPUEJUS57 
 
4.          Details of the transaction(s): section to be repeated for (i) 
            each type of instrument; (ii) each type of transaction; (iii) 
            each date; and (iv) each place where transactions have been 
            conducted 
 
a)          Description of the financial          Ordinary shares of 0.25 
            instrument, type of instrument:       pence each 
            Identification code:                  ISIN:GB00BF52QX07 
 
b)          Nature of the transaction:             a. CLN Subscription 
 
c)          Price(s) and volume(s):                a. CLN Subscription 
 
                                                  Price(s)    Volume(s) 
 
                                                  2.75 p      2,363,636 
 
d)          Aggregated information:               See 4c) above 
            Aggregated volume: 
            Price: 
 
e)          Date of the transaction:              26 July 2019 
 
f)          Place of the transaction:             Outside a trading venue 
 
 
 
END 
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