Posted on: 10 April 2014 by Mark Howells
fastjet has announced a placing with institutional and other investors to raise gross proceeds of £11 million, an amendment to the terms of the company’s brand licence with easyGroup Holdings, an open offer to shareholders of up to £4 million, an update on current trading, and the termination of the company’s Equity Finance Facility (EFF) with Darwin Strategic.
The placing involves the issue of 687,500,000 new Ordinary Shares (the “Placing Shares”), amounting to approximately 112% of the existing issued share capital of the company, at a price of 1.6 pence (the “Issue Price”) to raise gross proceeds of £11 million. The Issue Price represents a discount of 11.1% to the closing middle market price of 1.8 pence per Ordinary Shares on 9 April 2014.
Certain directors, specifically Ed Winter and Angus Saunders, plus senior managers of the company have subscribed in the Placing for Placing Shares with an aggregate value of approximately £1 million, which constitutes both dealing by individuals concerned and in so far as these directors are concerned a related party transaction for the purposes of the AIM Rules.
The company has a Brand Licence agreement with easyGroup for the use of the fastjet brand in return for a royalty payment. easyGroup IP Licensing Limited has agreed to invest £1 million in the Placing. On the closing of the Placing, easyGroup has also agreed with the company to terminate the management consultancy fee under the Brand Licence in exchange for the receipt of 94,287,227 Ordinary Shares in the company (the “easyGroup Shares”) with a value of approximately £1.51 million at the Issue Price, resulting in the cessation of previously agreed cash payments equating to approximately £4.3 million over the next eight years.
fastjet has also announced that it has terminated the Equity Financing Facility (EFF) with Darwin Strategic which was originally announced on 13 June 2013 and further extended on 12 March 2014. The airline says this facility has served the company well over the past year, providing capital to allow it to reach its current position from where it can now expand, but is no longer required to finance further growth.
fastjet expects to publish its financial statements for the year ended 31 December 2013 in June. It noted continued trade in line with management expectations since 30 June 2013. The company expects, for the full group including the Fly540 operations, revenue for the year ended 31 December 2013 to be approximately $53 million and the operating loss before tax and exceptional items to be approximately $47 million. Further impairments in relation to the Fly 540 businesses during the remainder of the year are not expected to exceed $25 million.
The restructuring of the Fly540 operations is very well advanced and will be completed shortly. During 2013 less than $650,000 of fastjet cash was utilised in the legacy Fly540 operations. The proceeds of the fundraising will provide the company with the necessary capital to expand its low-cost airline operation in Africa.
To provide shareholders an opportunity to participate in an issue of new Ordinary Shares on equivalent terms to the Placing, an open offer at the Issue Price of up to 250,000,000 shares raising up to £4 million is intended to be made to qualifying shareholders. A circular to shareholders setting out full details of the Open Offer and the actions to be taken by shareholders in respect of the Open Offer is expected to be published on or around 16 April 2014. The Open Offer is not being underwritten and is not conditional on the Placing.
Ed Winter, CEO and interim chairman of fastjet, commented, “I am pleased that this fund-raising has been completed so successfully. It is clear that the low-cost airline model is now established in Tanzania, with customer acceptance developing rapidly. Customer feedback is extremely positive, and ancillary revenue streams continue to see steady improvement.
“We now look to move to the next phase of fastjet’s expansion with further international routes, additional aircraft and more bases. Securing the funding for management to fulfil that plan is a great step forward,” Winter continued. “We appreciate the support of Sir Stelios Haji-Iannou and easyGroup, demonstrated both in their subscription to the Placing and their agreement to terminate the Management Fee in return for shares. I welcome the fact that the fastjet management team has shown its confidence in the business by joining me in making a very substantial personal cash investment in our company. The Darwin Strategic EFF that we have used for much of our funding to date, vital in bringing us to this point, has been a great partnership.
“In response to many comments from shareholders over past months, I am also pleased that we have been able to offer all shareholders the opportunity of participating in this fund-raising on the same terms as the institutional placing. I now look forward to leading the company through the next phase of its development, to become the leading pan-African low-cost airline,” Winter concluded.