GREENWICH, Conn., Feb. 1, 2017 /CNW/ -- This press release is being disseminated by Gramercy Funds Management LLC, as agent for and on behalf of the funds and accounts for whom it acts as investment manager or advisor ("Gramercy"), as required by National Instrument 62-103 of the Canadian Securities Administrators in connection with the filing by Gramercy of an amended early warning report regarding securities of Banro Corporation ("Banro") over which Gramercy has control or direction. The amended early warning report is being filed in connection with the announcement yesterday of a proposed plan of arrangement of Banro under the Canada Business Corporations Act to effect a comprehensive recapitalization transaction (the "Plan") in respect of which Gramercy has entered into a support agreement (the "Support Agreement"). A copy of the Support Agreement and Banro's news release describing the Plan in more detail will be filed by Banro on SEDAR at www.sedar.com.
Currently, Gramercy has control or direction over (a) 8,294,250 common shares of Banro, (b) warrants to acquire 18,300,000 common shares of Banro, and (c) 11,533.480 exchangeable preferred shares of Twangiza (Barbados) Limited ("TBL") and 11,533.480 exchangeable preferred shares of Namoya (Barbados) Limited ("NBL"), representing an aggregate of approximately 16.97% of Banro's currently issued and outstanding common shares (assuming Gramercy exchanges all of its exchangeable preferred shares and exercises all of its warrants pursuant to the terms thereof).
Pursuant to the terms of the Plan, the TBL and NBL exchangeable preferred shares (including accrued and unpaid dividends) over which Gramercy has control or direction, together with 10.00% senior secured notes of Banro due March 1, 2017 over which Gramercy has control or direction and the Banro term loan due March 1, 2017 under which Gramercy is a lender, would all be exchanged for a combination of new senior secured notes and common shares of Banro (based on the sum of the face value of the TBL and NBL exchangeable preferred shares plus any accrued and unpaid dividends and the face value of the existing senior notes and term loan outstanding). Pursuant to the terms of the Support Agreement and the Plan, Gramercy has agreed to purchase 300,000 preferred shares of Banro Group (Barbados) Limited ("BGB") from another supporting party prior to implementation of the Plan. Upon acquisition by Gramercy, such BGB preferred shares would also be exchangeable for common shares of Banro based on the value of the BGB preferred shares.
Subject to the terms and conditions of the Plan and the Support Agreement, upon implementation of the Plan, it is expected that Gramercy would have control or direction over approximately 334,000,000 common shares of Banro (inclusive of its existing common share holdings) and warrants to acquire 18,300,000 common shares of Banro, representing an aggregate of approximately 31.02% of Banro's issued and outstanding common shares (assuming Gramercy exercised all of its warrants). The final determination of the amount of common shares to be controlled or directed by Gramercy upon implementation of the Plan will take into account (i) the value of the BGB preferred shares Gramercy acquires as contemplated above; and (ii) the amount of dividends accrued to the Plan implementation date on the TBL and NBL exchangeable preferred shares.
The securities of Banro over which Gramercy has control or direction are held for investment purposes. Gramercy may, subject to market conditions and in compliance with applicable securities laws, make additional investments in, or dispositions of, securities of Banro.
The head office of Banro is located at:
1 First Canadian Place
100 King St. West, Suite 7070
Canada M5X 1E3
The address of Gramercy is:
20 Dayton Avenue
Greenwich, CT 068030
For further information or to obtain a copy of Gramercy's early warning report, please contact:
Chief Legal Officer, Gramercy Funds Management LLC
20 Dayton Avenue
Greenwich, CT 068030
SOURCE Gramercy Funds Management LLC
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