Re announcement issued by GLI Finance Limited

RNS Number : 7148O

GLI Alternative Finance PLC

10 February 2016

 

GLI Alternative Finance plc

("GLIAF" or the "Company")

Re announcement issued by GLI Finance Limited

The Board of GLI Alternative Finance plc notes the recent announcement issued by GLI Finance Limited ("GLIF") regarding its agreement to enter into a strategic relationship with Golf Investments Limited ("Golf Investments"), part of the Somerston group of companies. 

On 5 February 2016, GLIF consented to a conditional share sale and purchase agreement (the "SPA") between GLIF, Golf Investments and the Company. Pursuant to the terms of the SPA it was proposed that, amongst other matters, Golf Investments acquires 15,000,000 redeemable ordinary shares in the Company (the "Share Acquisition") from GLIF, at a price per share of £1 or the Company's prevailing NAV per share at the time of completion of the Share Acquisition.

Furthermore, under the terms of the SPA it is proposed that Golf Investments will acquire a 50 per cent. stake in GLI Asset Management Limited, the Company's investment manager, following completion of which GLIF will work as a strategic partner with Golf Investments to expand the Company.  

The SPA also contains a commitment by Golf Investments to subscribe or procure subscriptions for the lesser of: (a) 10,000,000 C Shares in the Company (the "C Share Subscription"); and (b) such number of C Shares in the Company which when aggregated with Golf Investments' interests and the interests of persons acting in concert with it in the voting share capital of the Company will result in their aggregate interests being 29.9 per cent. of the voting share capital of the Company. The C Share Subscription is conditional, inter alia, on: (i) an issue of C Shares in the Company taking place within one year of the date of completion of the Company Share Acquisition; and (ii) Golf Investments' obligation to subscribe for C Shares forming part of a fundraise for the Company which raises net proceeds of not less than £20 million.

The Share Acquisition and any future C Share Subscription are conditional upon the shareholders of GLIF approving the issue of the warrants over 32,000,000 new ordinary shares in GLIF to Golf Investments at a general meeting on 25 February 2016 (the "General Meeting"). A further update will be provided following conclusion of the General Meeting.

Norman Crighton, Chairman, commented:

"The Board is pleased to welcome a supportive shareholder in Golf Investments and Somerston and looks forward to working with them to expand the Company."

For further information, please contact

GLI Alternative Finance PLC                      c/o N+1 Singer

Norman Crighton

GLI Asset Management Limited                 [phone]

Graham Glass                       

N+1Singer                                                     [phone]

James Maxwell / Lauren Kettle

Information on Somerston and Golf Investments

Somerston is a privately owned group of companies headquartered in Jersey.  With its origins in shipping, Somerston now primarily focuses on real estate investment and development internationally as well as making private equity and venture capital investments. Somerston has held strategic interests in a number of listed companies. Further details on Somerston are available to view at www.somerston.com.

Golf Investments is a wholly-owned subsidiary of Somerston specifically incorporated for the purposes of the arrangements described above. 

 

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