Fieldbury Plc

2008-12-15
15 Dec 2008

Freeplay Energy plc

Renewal and Extension of Banking Facility

Fieldbury plc (“the Company”) announces that it has successfully renewed the banking facility of its wholly owned US subsidiary, Dixie Sales Company (“Dixie”) to March 2010.

Under the terms of the previous facility with PNC Bank and other lenders (the “PNC Facility”), the Company indemnified Barrett Corporation, a substantial investor in Fieldbury, against any call under a guarantee originally provided by Barrett Corporation in connection with the PNC Facility (the “Barrett guarantee”) which was limited to $4m.  Accordingly the Company’s exposure under the Barrett guarantee was up to $4m.

Under the new agreement, it has been agreed that the Company will provide a corporate guarantee of the PNC Facility in lieu of the Barrett guarantee.  The Company’s guarantee will be capped at $1m and will be implemented on or before 31 March 2009.

Furthermore, as a condition of the PNC Facility, the Company will contribute $1m to Dixie for working capital purposes which will take the form of a subscription for new shares in Freeplay Holdings Inc (to be renamed Fieldbury Holdings Inc), the intermediary holding company of Dixie (“Holdings”).  Holdings will then lend $1m to Dixie as a secured loan and will rank behind both PNC Bank and Barrett Corporation in terms of security.  Upon release of the Barrett guarantee, the amount secured to the Barrett Corporation will not exceed $106,000 pursuant to a loan note issued by Fieldbury in connection with the acquisition of Dixie.  It is expected that this sum will be fully repaid by July 2009.

As a result and in accordance with Rule 13 of the AIM rules, the Directors, independent of the transaction, have consulted with its nominated advisor, Charles Stanley, and consider that the terms of the transactions are fair and reasonable insofar as its shareholders are concerned.
-ENDS-

Notes to Editors

Freeplay Energy plc is the original and leading global brand of clean, dependable energy products. Freeplay Energy's clean, patented technology harnesses human, solar and rechargeable energy and converts it into electricity to power unique portable, consumer products replacing conventional disposable battery-powered systems that are environmentally toxic and expensive. The current product range includes radios, torches, lanterns, mobile phone chargers and standalone foot powered generators. Freeplay Energy's "Lifeline" radio is distributed throughout the developing world by The Freeplay Foundation (www.freeplayfoundation.org) and other AID and Humanitarian organisations such as Unicef and other United Nations' agencies. Further information about Freeplay Energy plc and its products can be found at www.freeplayenergy.com.

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