Rapid Nutrition Secures Flexible Funding with Atlas Special Opportunities
London, United Kingdom – 3 May 2024 - Rapid Nutrition PLC (Euronext Growth: ALRPD), a leading natural wellness company specializing in organic whole food nutrition and science-based herbal products, announces its decision to draw down on a €1.5 million facility with Atlas Special Opportunities (ASO).
In light of the decision outlined in the November 6, 2023 announcement not to use the allocated €2 million second tranche for acquisition opportunities, the company is redirecting its focus towards organic growth. As a result, it will utilize only €1.5 million, emphasizing its dedication to strengthening organic expansion initiatives while remaining vigilant for lucrative acquisition prospects. This choice underscores the mutual confidence between both parties in Rapid Nutrition's capability to generate cash flow from new revenue streams to drive its expansion initiatives.
This loan facility with ASO is structured more in line with typical debt funding that is amortized over a 12-month period , providing Rapid Nutrition with the ability to repay in cash or by issuing shares, at the company’s discretion. Management will prioritise cash repayments based on supporting revenue streams, thereby optimising the company's financial position and capitalising on emerging opportunities in the market.
Aligned with Rapid Nutrition's strategic objectives, this strengthened partnership underscores the company's commitment to prudent financial management and its dedication to driving sustainable growth while optimising shareholder value.
Through this renewed partnership, Rapid Nutrition is poised to accelerate its growth trajectory and drive sustainable value, for shareholders and stakeholders alike.
About Rapid Nutrition
Dedicated to the development and distribution of premium, science-based health and wellness brands across the globe, Rapid Nutrition shares a wealth of award-winning products with consumers who are passionate about innovations that are “made by nature, refined by science.” Rapid Nutrition’s first-class scientific team matches the experience of its management team to keep both the company and consumers on top of the latest industry trends and developments, while aligning with industry leaders worldwide to deliver effective supplements and solutions. Rapid Nutrition aims to be the supplier of choice globally by offering premium brands with the highest-quality ingredients to deliver maximum results.
For more information, please visit http://rnplc.com
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Disclosure
Main Characteristics of the Funding Agreement:
Securities - Secured redeemable bonds into common shares (“Shares”) of the Company (Obligations remboursables en actions) or in cash, at the Company’s option (“ORAs”). This hybrid debt instrument is subject to certain conditions. Tenor - Twelve (12) months from the date of advance (“Maturity Date”). Coupon - 12% + Euribor annualized payable monthly in cash or Shares at the Company’s option. Issue Price – 95% of the lowest Volume Weighted Average Price of an Ordinary Share, as published by Bloomberg, in the period of 10 Trading Days ending on the Trading Day falling immediately before the relevant Scheduled Amortisation Payment Date. The Conversion Price shall be rounded down, if necessary, to the nearest whole number. Commitment – EURO 1,500,000 (One Million, Five Hundred Thousand EURO). Any new shares issued upon conversion of the Convertible Bonds will be admitted to trading on Euronext Growth subject to approval by Euronext. The new shares will rank pari passu in all aspects. The Issuer’s Undertakings and the Monthly Amortization Schedule, will remain the same as disclosed on the company’s website on May 31, 2023. Interested parties are encouraged to refer to the initial disclosure statements for further details.
The Company will maintain on its website a table of monitoring of Convertible Bonds and the number of shares outstanding.
Theoretical Impact of Convertible Bonds Dilution: In addition to the aforementioned disclaimer, we also provide the following theoretical impact of convertible bonds dilution for informational purposes:
| Scenario | Share Price | Shares Outstanding | Dilution Effect |
|---|---|---|---|
| Before issuance of convertible bonds | €0.1 | 13,639,005 | - |
| After issuance of convertible bonds | €0.095 | 29,248,479 | 53.65% |
The above table is a theoretical representation and is provided solely for illustrative purposes, using a share price example EUR 0.1 before the issuance of convertible bonds. Actual dilution effects may vary considerably based on various factors including market conditions at the time of conversion, investor sentiment, and the terms of the convertible bonds and or whether the Issuer repays in cash or in shares upon each due instalment. Investors are encouraged to conduct their own analysis and consult with financial advisors before making any investment decisions.
Disclaimer
This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and or otherwise that involve risks, uncertainties and assumptions that could cause Rapid Nutrition PLCs actual results and experience to differ materially from anticipated results and expectations expressed in these forward-looking statements. Rapid Nutrition PLC has in some cases identified forward-looking statements by using words such as "anticipates," "believes," "hopes," "estimates," "looks," "expects," "plans," "intends," "goal," "potential," "may," "suggest," and similar expressions. Rapid Nutrition PLC undertakes no obligation to release publicly the results of any revisions to any such forward-looking statements that may be made to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events, except as required by applicable law or regulation.
This media information does not constitute an offer to sell, or a solicitation of an offer to buy, any securities. This information does not constitute an offering prospectus within the meaning within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 of June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71 or a listing prospectus within the meaning of the listing rules of the Euronext Exchange or OTC Markets. The media release is in accordance with International Reporting Standard: Rule 12g3-2(b) under the Securities Exchange Act ('Rule 12g3-2(b)') permits non-U.S. companies with securities listed primarily on a Qualified Foreign Exchange to make publicly available to U.S investors in English the same information that is made publicly available in their home countries as an alternative to SEC reporting Exchange Act Rule 12g3-2(b).