Business
Standby Equity Distribution Agreement
Standby Equity Distribution Agreement.
About this update from Buccaneer Energy Plc
[{"type":"text","content":"\n \nRNS Number : 7556N Nostra Terra Oil & Gas Company PLC 07 September 2011 \n \n\nAIM: NTOG\n7 September 2011\n \n \nNostra Terra Oil and Gas Company plc\n (\"Nostra Terra\" or the \"Company\")\n \n£5 million Standby Equity Distribution Agreement\n \nNostra Terra, an oil and gas producer with assets in the USA, is pleased to announce that it has entered into a Standby Equity Distribution Agreement (\"SEDA\") for up to £5 million with YA Global Master SPV Ltd. (\"YA Global\"), which is advised by Yorkville Advisors, LLC. \n \nUnder the SEDA, YA Global has agreed to subscribe in tranches (\"Advances\") for up to a maximum of £5 million of the Company's ordinary shares of 0.1 pence each (\"Ordinary Shares\") over a period of up to 36 months. \n \nOrdinary Shares issued under the SEDA will be priced at 96% of the lowest of the daily volume weighted average prices (\"VWAP\") during the ten day pricing period following a draw down request or at a price agreed in writing between the Company and YA Global prior to the commencement of the pricing period. The Company also has the right to set a minimum acceptable price for each draw down. The draw down is subject to certain restrictions, including marketability, which may limit the total amount available under the SEDA. The amount of an Advance cannot exceed: (a) such amount as would result in YA Global holding more than 2.99 per cent. of the total issued share capital of the Company or 0.99 per cent. if the Company is in a takeover period; (b)£2,000,000 ; (c) an amount equal to 200 per cent. of the average daily trading volume of the Ordinary Shares multiplied by the VWAP on AIM for the relevant pricing period; (d) such other amount as may be agreed upon by the mutual consent in writing of the parties and (e) such amount as when aggregated with all other Advances already made would exceed the maximum commitment amount of the SEDA. Use of the facility is entirely at the discretion of the Company and there are no penalties for not requesting an Advance. \n \nAny shares to be issued in relation to the SEDA shall be admitted to AIM. Nostra Terra may elect to increase the commitment amount under the SEDA from £5 million to £10 million at any time during the three yea...