fastjet, the low-cost African airline, is pleased to announce a proposed capital raising (the "Capital Raising") to raise gross proceeds of not less than US$10 million comprising:
i. a placing by way of an accelerated book build to raise gross proceeds of not less than US$7 million (the "Placing") at a placing price of 8 pence per new ordinary share (the "Placing Price"); and
ii. a subscription by Solenta Aviation Holdings Limited ("Solenta"), who has agreed to subscribe for 28,924,538 shares at the Placing Price ("Solenta Subscription Shares") for gross proceeds of US$3 million ("Solenta Subscription").
In addition and subject to the passing of certain resolutions at the annual general meeting of the Company that is taking place at 10.00 am today, the Company is proposing to raise up to a maximum of £1.6 million (approximately US$2.1million) by way of an Open Offer made to Qualifying Shareholders (the "Open Offer") at the Placing Price.
The Placing Price represents a premium of 146 per cent. to the closing price of 3.25 pence per ordinary share on 28 June 2018.
The Placing which is being conducted by way of an accelerated book-building process to qualifying investors will be launched immediately following this Announcement, in accordance with the terms and conditions set out in the Appendix to this Announcement.
The Company intends to send a circular to shareholders in connection with the Open Offer on or around 4 July 2018.
· The funds to be raised are expected to provide the Group with sufficient working capital for the remainder of 2018. Further to the change of operational structure detailed below, 50% of the net proceeds raised will be allocated to support the working capital requirements of the Zimbabwe and Mozambique operations and repayment of certain loans with the balance used to support operations in Tanzania and for preparations for the launch of services in South Africa.
· In addition to Solenta, as fastjet's largest shareholder, supporting the Capital Raising, it is intended that Mark Hurst, currently CEO of Solenta Aviation, will join the board of fastjet from 2 July 2018.
· Mr Hurst will be appointed as a Non-Executive Director and will be working closely with CEO, Nico Bezuidenhout on an ongoing basis. Mr Hurst will also be responsible for the country management of the Group's Zimbabwe and Mozambique operations. Going forward, the Company will manage its treasury requirements in line with this revised operational structure with all current and future assets, cash and liabilities of the Group's Zimbabwe and Mozambique operations remaining within these entities, including, once repaid the recently announced loan swap of US$5 million made to Annunaki Investments (Private) Limited. This loan, together with the US$2 million loaned to fastjet by SSCG Africa Holdings, are anticipated to be reversed and repaid by December 2018.
· fastjet experienced a year of stabilisation in 2017 and achieved a number of successes, despite ongoing challenges:
o a significant reduction in the underlying cost base - operating costs reduced by 47%, overhead costs reduced by 58%;
o rationalised routes and right-sized capacity to fastjet's markets;
o Re-fleeting programme completed with benefits clearly visible;
§ Q4 2017 load factors improved by 17 percentage points year on year to 77%;
§ Q4 2017 unit revenue increased by 27% year on year;
§ fastjet now operates two Embraer E190 aircraft in Tanzania, two Embraer E145 aircraft between South Africa and Zimbabwe and an Embraer E145 in Mozambique; and
o bar exceptional items, cashflow breakeven was achieved for Q4 2017.
· The introduction of three ATR72 aircraft will occur in key markets during Q4 2018.
· The Company successfully launched operations in Mozambique in the second half of 2017 and entered into a licence agreement with Federal Airlines (Pty) Ltd ("FedAir"), creating a platform for expansion of the fastjet Brand into South Africa.
· Trading in Zimbabwe continues to improve with revenue increasing by 111% year to April 2018, and PAT improved by 43% year on year.
· Some unexpected headwinds were experienced in 2017:
o Q4 2017 unforeseen engine event: c.US$6.9 million adverse cash-flow impact (US$4.0 million cost and US$2.9 million lost revenue);
o US$2.5 million historic (pre-2017) debtors write-down;
o greater than anticipated accumulation of restricted cash in Zimbabwe; and
o late entry of the two E190 aircraft in Tanzania due to regulatory delays (c.US$5 million adverse revenue impact).
· The Company has taken measures to address its liquidity challenges:
o as announced on 5 April 2018, entered into a US$12 million loan facility with Solenta Aviation Holdings Limited to fund the exercise of the Company's option over the three ATR72 aircraft with the balance to be used for general working capital purposes; and
o as announced on 5 June 2018, entered into loan swap agreements of US$5 million in Zimbabwe in order to make available US$2 million of the restricted cash held within Zimbabwe.
· June 2018 is expected to be the most challenging month in terms of financial headroom for the Group during the 2018 financial year. The Capital Raising announced today is expected to provide adequate headroom for the remainder of the financial year.
· The intention, beyond this current financing, is for the Company to explore financing and/or joint venture options in South Africa to support full scale entry into that market. As the largest aviation market in Africa, the Board believes that South Africa, particularly routes to and from Cape Town, is strategically important to fastjet, which can utilise the current FedAir platform as well as fastjet management's relations and track record in the country. Further announcements regarding the Group's expansion into the South African market will be made as appropriate.
· Trading in the year to date has been in line with market expectations, reflecting the impact of the Stabilisation Plan, a strategy announced in the Company's Interim Results in September 2016. The Company is positioned to capitalise on the African aviation opportunity, with African GDP and aviation growth expectations in 2018 amongst the highest globally.
Nico Bezuidenhout, CEO, commented:
"Today's capital raising will give fastjet the adequate headroom it needs for the remainder of 2018. Although there were some unexpected headwinds in 2017, the Stabilisation Plan put in place by the Board has significantly reduced the cost base of the company and right-sized the business. Trading in the year to date has been in line with market expectations and the Company is now well-positioned to capitalise on future growth."
The Company also announces the appointment of Mark Hurst as a Non-Executive Director of the Company, with effect from 2 July 2018.
Mr Hurst has significant aviation experience with particular expertise in fleet management, aircraft sourcing, operating and leasing, as well as the development and implementation of operational efficiencies throughout the aviation value chain. He is highly regarded in the African aerospace sector for his operational track record, his ability to drive strategic initiatives in challenging environments and his value and supply chain management. Having been born and lived in Zimbabwe for twenty eight years, he has extensive country knowledge and additionally drove the development of Solenta Aviation Mozambique.
The Board believes Mr Hurst's Director appointment will further strengthen the fastjet Board and constitutes another important building block in fastjet's growth plan and the development of its business.
Mr Hurst will continue to serve in his current role within the Solenta Aviation group as Group Chief Executive, whilst supporting Mr Bezuidenhout and his team with operational and strategic input.
Rashid Wally, Chairman of fastjet plc, commented:
"I am delighted to welcome Mark to the Board of fastjet. He brings with him a wealth of relevant industry experience and a strong track record of operating in the African aerospace sector that will be of great benefit to the Company."
There are no other matters which are required to be announced pursuant to paragraph (g) of Schedule 2 to the AIM Rules.
This announcement is released by fastjet Plc and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR"). For the purposes of MAR and Articl