RiverFort Global Capital
We work together with management to provide a comprehensive suite of financing options, to increase access to different forms of capital.
RiverFort provides debt and equity-based capital to high-growth companies, primarily listed on exchanges in London, Europe, Australia and Canada.
Strategy:
Seed
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Growth
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Maturity
Our Mission is to create a sustainable alignment between funding and investee companies. The RiverFort team works with investee companies to understand, where possible, specific and measurable milestones which demonstrate value-added growth for the investee companies, which will be reflected in the equity market. This might be through structured conditional advances further funding or immediate capital injection subject to relevant pre-funding actions.
Our experienced team have buy-side and investment-side experience and is well-versed in understanding the motivational drivers for both investee companies and their underlying stakeholders.
Convertible Loan:
Benefits:
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Pre-revenue companies can benefit from implementing low cost financing with no cash repayments.
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Staggering equity dilution: Equity issues can be staggered across smaller instalments.
A non-interest-bearing loan where advances are passively converted into the borrower’s ordinary shares at the lower of the fixed or variable conversion price over 12 to 24 months. Fixed Conversion Price with a
pre-agreed fixed premium to the closing share price on the funding date.
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Mature companies with highly liquid stocks: Can take advantage of liquidity by drawing down significant sums of capital.
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Mature companies with highly liquid stocks Can take advantage of liquidity by drawing down significant sums of capital.
Bridge Loan:
Benefits:
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Fast access to capital: Acquisition funding and meeting short-term CAPEX requirements.
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Bridging to a future cash liquidity event: Equity raise, asset sale or alternative financing arrangement.
A short-term loan providing immediate funding. Cash is received on Day 1 with a cash repayment on the maturity date. Bridge loans are quick and easy to implement funds are usually available within 2 to 3 weeks following the signature of a term sheet. The structure is typically a 3 to 6-month term.
Mezzanine Loan:
Benefits:
Provides funding on Day 1 then repaid in equal monthly instalments in cash or shares. The facility includes an initial repayment holiday, which may last between 2 and 6 months depending on the maturity of the loan. The term typically has a duration of 12 to 24-month term.
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Companies with existing revenues: the Loan can be used to reach cashflow milestones prior to the end of the repayment holiday. The monthly instalments can then be made via the additional revenue/operating profit
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Managing volatile cashflows: The flexible payment method (cash or shares), enables companies to better manage their cashflows
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Delaying equity dilution: As the company controls which instalments are paid in shares and can delay share payments until the equity market is stronger, resulting in conversions at higher prices and lower overall dilution.
Equity Subscription
Agreement:
An equity capital raising facility where RiverFort gives the Company the right, but not the obligation, to raise equity capital over the term of the agreement. Funds are released upon the request of the Company, which has full discretion over the size and timing of Drawdowns.
Upon signing of the agreement, RiverFort agrees to subscribe for up to €[•] of the Company’s shares over the following 36 months. The Company will issue a pre-agreed number of collateral shares to RiverFort to facilitate future drawdowns. These shares are replenished when the facility is used, and are returned to the Company at the end of the term if not utilised (or earlier upon the Company’s request). The Company draws down the funds by issuing an Advance Notice, specifying the amount to be raised during the pre-agreed Pricing Period (usually between 15 and 30 days). The Pricing Period immediately begins as RiverFort periodically places the Company’s shares on the relevant exchange at the going market price (unlike an equity placing which would result in a large number of discounted shares entering the market). The number of shares placed on each day during the Pricing Period is directly linked to the Company’s liquidity on that particular day in order to minimise any market impact. Placements be accelerated (or decelerated) at the Company’s request, enabling the Company to benefit from positive share price and liquidity movements, or cease placements if liquidity falls. Volume restrictions can also be pre-agreed. The Company receives the funds at the conclusion of the Pricing Period. The price received by the Company per share placed (the Subscription Price), is calculated as the average VWAP of the Company’s Ordinary Shares during the period, minus a small percentage fee. The Company also has the right to specify a Minimum Acceptable Price – RiverFort will not place any shares if the share price falls below this level.
