DDD Group plc (“DDD” or the “Company”) is pleased to announce that the Company has entered into an agreement with Arisawa Manufacturing Company Ltd. (“Arisawa”) for a $750,000 Secured Loan (“May 2016 Loan”) pursuant to the existing authorities granted to the board of directors. The Loan is secured by the Company’s US 2D to 3D conversion patent number 7,489,812.
Additionally, Arisawa and the Company have also agreed to extend the term of the February 2016 secured loan from June 30th 2016 to December 31st 2016 with all other terms and conditions remaining unchanged.
- Issuance of $750,000 Secured Loan due December 31st 2016 has been completed under existing authorities
- The net proceeds are to be used to finance business development and licensing activities for the Company’s new TriDef SmartCam and UPix products and additional intellectual property licensing activities.
- The February 2016 Secured Loan Note due June 30th 2016 was extended six-months and is now due December 31, 2016
Further details of the May 2016 Loan are set out below.
Commenting on the transaction, Nicholas Brigstocke, Chairman of DDD said:
We are pleased to announce this additional round of financing as we continue to accelerating our licensing activities for our 2D and 3D intellectual property.
The affiliate licensing program for our new TriDef SmartCam products continues to deliver promising results and we continue to expand the addressable market with our recently introduced TriDef SmartCam for Mac OS X.
We anticipate releasing the Apple iOS our UPix social photography app in the Apple store during the current quarter which should further demonstrate the applicability of our newest solutions to large growth markets.
The additional capital strengthens the financial resources of the Company as we continue our return towards operating cash break-even.
Details of Secured Loan Note
The May 2016 Loan has been established under the authority granted to the board of directors pursuant to Section 114 the Company’s Articles of Association.
The following is a summary of the main provisions of the Loan. The Loan has an annual interest rate of 10%. Loan interest is paid at the end of each calendar quarter. The loan is repayable on or before December 31st 2016 or as otherwise mutually agreed between the Company and Arisawa. The loan may be repaid without penalty in whole or in part together with any accrued interest. In the event that the Company receives any intellectual property settlement and/or secures additional funding or other similar monetization event, it has agreed to apply the net proceeds to repaying the Loan prior to using the proceeds for repaying any other convertible loan notes in issue from the Company.
In the event that the Company is in breach of the terms of the Loan and has not remedied the breach within the period of time allowed, Arisawa has the right to acquire ownership of the Company’s US 2D to 3D conversion patent number 7,489,812. Acquisition of the patent will not provide any rights or interest in license agreements related to the secured patents that are currently in effect that yield royalties to the Company.
Arisawa Manufacturing Co., Ltd. is currently a holder of 15.7% of the existing issued ordinary share capital of the Company. The transaction is a related party transaction for the purpose of AIM Rule 13, Arisawa being a related party within the meaning of the AIM Rules. The directors of the Company who are independent to this transaction, Nicholas Brigstocke, Paul Kristensen, Hans Snook, Victoria Stull and Christopher Yewdall consider, having consulted with the Company’s nominated adviser, that the terms of the transaction are fair and reasonable insofar as the shareholders are concerned.