PRESS RELEASE
14 APRIL 2008
RAMCO ENERGY PLC
(“Ramco” or the “Company”)
Ramco agrees short term borrowing facility of £2 million
Ramco, the Aberdeen-based independent exploration company, announces that it
has secured a short term borrowing facility in aggregate amount of £2
million (the “Facility”), to provide additional working capital. Ramco will
draw down the Facility on an as required basis in instalments of not less
than £500,000. The Facility will allow the Company the opportunity to
advance certain projects it is currently negotiating, avoiding the need for
significant dilution to its shareholders.
The Facility has been made available by LC Capital Master Fund, Ltd (“LC”),
which already holds 1,702,380 shares in Ramco comprising 4.62 per cent. of
Ramco’s issued share capital and 5,000,000 warrants in Ramco with an
exercise price of 14 pence per share. LC’s general partner Steven Lampe is a
Non-Executive Director of Ramco. Consequently, under the AIM rules, the
facility is deemed to be a related party transaction.
The Facility is available for a period of up to six months following date of
first draw down (with an opportunity to extend the period up to one year
with LC’s consent). Interest is payable at 4 per cent. per annum. Various
repayment mechanisms are in place to repay the debt. In certain
circumstances the loan may be repaid in full, prior to its scheduled
maturity at the option of LC, through its conversion into an equity interest
in potential new opportunities currently being pursued by Ramco. If the
conversion is effected at the same time as other third parties invest it
would be on the same terms as such other third parties invest. In all other
circumstances, Ramco’s liability under the Facility shall be repaid on the
repayment date as follows:
- First, by Ramco repaying any unused amount of the Facility drawn down by it prior to that date;
- Secondly, in relation to the next £700,000 of debt outstanding, and subject to the closing mid-market price of Ramco’s shares on the dealing day immediately prior to the repayment date being not less than 14 pence per share, by LC exercising its existing 5,000,000 warrants in the Company (or part only where the remaining debt outstanding is less than £700,000) with the aggregate exercise proceeds being used to discharge the relevant proportion of debt outstanding;
- Thirdly, to the extent that there remains any debt outstanding, by LC electing for such debt to be discharged by way of the subscription by it for new ordinary shares in Ramco at a price equal to the average closing mid-market price over the 10 dealing days immediately prior to such subscription, subject to there being in place sufficient Ramco shareholder authority to allot such shares at that time and to the aggregate interest of LC and any person deemed to be acting in concert with LC, in the Company remaining below 30 per cent.; and
- Finally, in the event of there being any residual debt, by Ramco repaying
such residual debt in cash.
The independent directors consider, having consulted with John East & Partners Limited, that the terms of the Facility are fair and reasonable insofar as the shareholders of Ramco are concerned.
Steven Bertram, Ramco’s Managing Director, said
“We welcome the continued support of LC Capital Master Fund, Ltd at this important stage in Ramco’s recovery process. We are at a critical stage in advancing a number of projects and I am confident that this additional working capital facility will allow us to quickly close some of these projects minimising any dilution to our existing shareholders”
ENQUIRIES:
Ramco Energy plc - Aberdeen Tel: 01224 748480
Steven Bertram, Managing Director
John East & Partners Limited Tel: 020 7628 2200
David Worlidge
College Hill - London Tel: 020 7457 2020
Nick Elwes
Ramco Energy plc
Britannia House
Endeavour Drive
Arnhall Business Park
Westhill
Aberdeenshire
AB32 6UF
United Kingdom
Tel: +44 (0)1224 748480
Fax: +44 (0)1224 748481