Home » Posts tagged 'bergen global opportunity fund'

Tag Archives: bergen global opportunity fund

Tertiary Minerals #TYM raises £600,000 in placing & terminates Bergen Agreement

2nd April 2020 / Leave a comment

Tertiary Minerals plc (“Tertiary” or “the Company”) (AIM:TYM) is pleased to announce the entry into a share subscription deed (the “Subscription Deed”) with Precious Metals Capital Group LLC (the “Subscriber”), a U.S. based institutional specialist investor.

Highlights:

Tertiary Minerals plc raised £600,000 in a placing to Precious Metals Capital Group LLC, an institutional investor
Termination of funding agreement with Bergen

Pursuant to the Subscription Deed, in the coming days, the Subscriber will make an investment of £600,000, by way of a subscription for Company shares. Further information regarding the placing is set out below.

The proceeds from the subscription will be used by the Company to fund ongoing exploration once the recently announced exploration programmes at the Pyramid Gold and Paymaster Polymetallic Projects in Nevada are completed and to ensure that the Company has sufficient working capital for the foreseeable duration of the Covid-19 pandemic.

The placing will be made by the Subscriber by way of prepayment for Company shares to be issued, at the Subscriber’s request, within 24 months of the date of the placing. A further investment may be made by the Subscriber within 12 months after the date of this placement, but only with the consent of the Company, in the amount not exceeding an additional £600,000, by way of prepayment for shares to be issued, at the Subscriber’s request, within 24 months following the date of such subsequent placement.

The number of shares to be issued as a result of the placing will be determined by dividing the subscription amount (or that part of the subscription amount in relation to which the shares are being issued) by 95% of the prevailing price, the latter being the average of the five daily volume-weighted average prices during a specified period immediately prior to the date of issuance of the shares.

Alternatively, the Subscriber may choose for the subscription price to be equal to £0.0042, being an approximately 133% premium to the Company’s share price on 1 April 2020.

Tertiary’s Managing Director Richard Clemmey commented:

“The recent impact of COVID-19 on the markets and investment outlook has been substantial. We are therefore very pleased to have attracted further interest from a specialist US institutional investor where the funding will further strengthen the company’s cash position and provide additional working capital during these uncertain times as well as enable the Company to continue with the planned exploration on its Paymaster Polymetallic and Pyramid Gold Projects in Nevada.”

Termination of Agreement with Bergen

The Company also announces that the convertible securities issuance deed (the “Agreement”) between the Company and Bergen Global Opportunity Fund, LP (“Bergen”), dated 19 November 2019, the details of which were notified on 20 November 2019, has been terminated by the parties by mutual consent, effective as of 1 April 2020. Following the termination, no further funding will be provided to the Company under the Agreement.

Tertiary’s Managing Director Richard Clemmey further commented:

“Bergen Global Opportunity Fund proved a supportive, valuable and flexible funding partner for Tertiary, and I wish to thank the team at Bergen for their support.”

Related Party Transaction

The Subscriber is deemed a related party by virtue of its relationship with Bergen as defined by AIM Rule 13. Bergen has been a substantial shareholder of the Company within the last twelve months and as a result, the Subscription Deed constitutes a related party transaction.

The board, being Patrick Cheetham, Richard Clemmey and Donald McAlister, are considered to be independent Directors for the purposes of this transaction and, having consulted with the Company’s nominated adviser, consider the terms of the Subscription Deed to be fair and reasonable insofar as shareholders of the Company are concerned.

Total Voting Rights

Application will be made to the London Stock Exchange for any Shares issued and allotted under the Subscription Deed to be admitted to trading on AIM. Such Shares will only be issued to the extent that the Company has corporate authority to do so.

The Company has 733,836,092 Shares in issue with each Share carrying the right to one vote. There are no Shares currently held in treasury. The total number of voting rights in the Company is therefore 733,836,092 and this figure may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the Company under the Disclosure Rules and Transparency Rules.

About Tertiary Minerals plc

Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration company building and developing a multi-commodity project portfolio – Industrial minerals, base and precious metals.

Market Abuse Regulation (MAR) Disclosure

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.

For more information please contact:

Tertiary Minerals plc:
Richard Clemmey, Managing Director		+44 (0) 1625 838 679
Patrick Cheetham, Chairman
SP Angel Corporate Finance LLP Nominated Adviser and Broker
Richard Morrison		+44 (0) 203 470 0470
Caroline Rowe
Peterhouse Capital Limited Joint Broker
Lucy Williams	+ 44 (0) 207 469 0930
Duncan Vasey

Tertiary Minerals #TYM – TR1 Holdings in Company

28th February 2020 / Leave a comment

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) ⁱ

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:				Tertiary Minerals PLC
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights			X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify)ⁱⁱⁱ:
3. Details of person subject to the notification obligation ^iv
Name				Bergen Asset Management, LLC
City and country of registered office (if applicable)				Delaware, USA
4. Full name of shareholder(s) (if different from 3.) ^v
Name				BNP Paribas Securities Services as Custodian for Bergen Global Opportunity Fund, LP.
City and country of registered office (if applicable)				New York, USA
5. Date on which the threshold was crossed or reached ^vi:				25 February 2020
6. Date on which issuer notified (DD/MM/YYYY):				27 February 2020
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)			Total of both in % (8.A + 8.B)	Total number of voting rights of issuer ^vii
Resulting situation on the date on which threshold was crossed or reached	9.27%	N/A			9.27%	733,433,448
Position of previous notification (if applicable)	N/A	N/A			N/A

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached ^viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ^ix					% of voting rights
		Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)		Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)			Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)		Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)
				68,000,000					9.27%

SUBTOTAL 8. A		68,000,000					9.27%

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument		Expiration date ^x	Exercise/ Conversion Period ^xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights



			SUBTOTAL 8. B 1

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument	Expiration date ^x		Exercise/ Conversion Period ^xi		Physical or cash settlement ^xii			Number of voting rights	% of voting rights



					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer ^xiii
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity ^xiv(please add additional rows as necessary)				X
Name ^xv	% of voting rights if it equals or is higher than the notifiable threshold	% of voting rights through financial instruments if it equals or is higher than the notifiable threshold	Total of both if it equals or is higher than the notifiable threshold
Bergen Global Opportunity Fund, LP
Bergen Asset Management, LLC
Eugene Tablis

10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held

11. Additional information ^xvi

Place of completion	Florida, USA
Date of completion	27 February 2020

Tertiary Minerals #TYM – Holdings in Company – TR1

21st February 2020 / Leave a comment

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) ⁱ

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:				Tertiary Minerals PLC
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights			X
An acquisition or disposal of financial instruments
An event changing the breakdown of voting rights
Other (please specify)ⁱⁱⁱ:
3. Details of person subject to the notification obligation ^iv
Name				Bergen Asset Management, LLC
City and country of registered office (if applicable)				Delaware, USA
4. Full name of shareholder(s) (if different from 3.) ^v
Name				BNP Paribas Securities Services as Custodian for Bergen Global Opportunity Fund, LP.
City and country of registered office (if applicable)				New York, USA
5. Date on which the threshold was crossed or reached ^vi:				18 February 2020
6. Date on which issuer notified (DD/MM/YYYY):				20 February 2020
7. Total positions of person(s) subject to the notification obligation
	% of voting rights attached to shares (total of 8. A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)			Total of both in % (8.A + 8.B)	Total number of voting rights of issuer ^vii
Resulting situation on the date on which threshold was crossed or reached	Below 5%	N/A			Below 5%	478,727,565
Position of previous notification (if applicable)	7.32%	N/A			7.32%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached ^viii
A: Voting rights attached to shares
Class/type of shares ISIN code (if possible)		Number of voting rights ^ix					% of voting rights
		Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)		Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)			Direct (Art 9 of Directive 2004/109/EC) (DTR5.1)		Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1)
				Below 5%					Below 5%

SUBTOTAL 8. A		Below 5%					Below 5%

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument		Expiration date ^x	Exercise/ Conversion Period ^xi			Number of voting rights that may be acquired if the instrument is exercised/converted.			% of voting rights



			SUBTOTAL 8. B 1

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument	Expiration date ^x		Exercise/ Conversion Period ^xi		Physical or cash settlement ^xii			Number of voting rights	% of voting rights



					SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer ^xiii
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity ^xiv(please add additional rows as necessary)				X
Name ^xv	% of voting rights if it equals or is higher than the notifiable threshold	% of voting rights through financial instruments if it equals or is higher than the notifiable threshold	Total of both if it equals or is higher than the notifiable threshold
Bergen Global Opportunity Fund, LP
Bergen Asset Management, LLC
Eugene Tablis

10. In case of proxy voting, please identify:
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held

11. Additional information ^xvi

Place of completion	Florida, USA
Date of completion	20 February 2020

Tertiary Minerals #TYM – Issue and Allotment of Ordinary Shares following Exercise of Conversion Rights

19th February 2020 / Leave a comment

Tertiary Minerals hereby announces that it received notice of exercise from Bergen Global Opportunity Fund, LP (the “Investor”) on 18 February 2020 in respect of the convertible security of £263,000 previously issued on 26 November 2019 at a conversion price of 0.17p, the details of which were announced to the market on 20 November 2019 pursuant to which 154,705,883 ordinary shares (the “Relevant Shares”) fall to be issued. Application will be made for the Relevant Shares to be admitted to trading on AIM with admission expected to take place on 25 February 2020. The Relevant Shares will rank pari passu in all respects with all existing ordinary shares in the Company.

Following admission of the Relevant Shares, the Company’s enlarged issued share capital will comprise 633,433,448 ordinary shares with voting rights. This figure of 633,433,448 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 Disclosure Rules and Transparency Rules.

As per announcement made on 20 November 2019, the Investor has agreed to certain, substantial, limitations on its ability to dispose of the Shares following a conversion of the Convertible Securities. The Investor is also contractually precluded from shorting the Company’s shares.