Acquisition debts paid by Loan Notes to new board member
Cobra Holdings has entered into a financing agreement with Wainford Holdings to clear some of its debt, giving owner Dominic Wainford a seat on the Cobra board.
Wainford has agreed to subscribe £4.5m for convertible loan notes in Cobra paying 12.5% interest, with a potential $£2.5m later, which can be converted into 50,000 shares if Cobra fails to repay. Dominic Wainford has been appointed as a non-executive director.
The Convertible Loan Notes
Cobra has created 280 tranches of secured convertible Loan Notes, each tranche having a par value of £25,000 (the "Loan Notes"). Wainford has agreed to subscribe for £4.5m of Loan Notes immediately with a further potential subscription of £2.5m at par within six months. The Loan Notes are secured, bear interest at a gross rate of 12.5% per annum and are transferable at the option of Wainford.
The Loan Notes are redeemable after June 2009 at Cobra's option but subject to Cobra meeting certain financial covenants. The Loan Notes are convertible (to the extent that they have not been previously redeemed) at the Noteholder's option at any time after 16 January 2011 into 50,000 shares in Cobra for each tranche of Loan Notes. Any Loan Notes that have not been redeemed or converted into Cobra Shares by 16 January 2014 will be repaid on that date.
The cash will pay off debts arising through takeovers over the past two years.
Dominic Wainford (41) joined The Tilt Estate Company Limited in 1985, becoming its owner and managing director prior to its sale in 2007. From 2001 to 2008 he was a director of Willowone Limited, a building company employing a range of contractors to carry out building renovations, extensions and maintenance to properties within The Tilt Estate portfolio. In 1997 he founded Wainford Holdings Limited which he continues to run as an investment company.
He has a beneficial interest in 2,489,124 Cobra Shares (representing 6.06% of Cobra's issued share capital) held by Wainford Holdings.
Peter Robinson, Cobra chairman said "I welcome Dominic to Cobra's board and believe that the convertible loan arrangements will be of great benefit to Cobra in the present uncertain credit markets."