OpSec Announces New Financing Arrangements with the Royal Bank of Scotland to Facilitate Further Growth of Acquisitions


Posted on 22 April 2008

DENVER-- OpSec Security Group plc (London AIM: OSG), the supplier of anti-counterfeiting technologies and services is pleased to announce that it has entered into a term loan and revolving credit facility of up to £19,000,000 with the Royal Bank of Scotland plc ("RBS").

The facility is split into three separate tranches designated Facility A, Facility B and Facility C.

Facility A is a £12,500,000 multi currency term loan, bearing an interest rate which is the sum of three month LIBOR, a margin of 1.5% (subject to a margin ratchet of 25 basis points) and the mandatory costs rate calculated by RBS. Facility A has a term of five years with a quarterly repayment profile commencing on 31st March 2009 and amortising to a £3,000,000 bullet repayment on 31st March 2013. This facility will be used to refinance the Company’s acquisition of Light Impressions International Ltd. announced on 2nd April 2008 and fund other planned acquisitions.

Facility B is a £2,000,000 multi currency revolving credit facility, bearing the same interest rate as Facility A. Facility B has a five year term with each revolving loan under the facility being repayable on the last day of its quarterly interest period. All outstanding Facility B loans must be repaid in full (together accrued interest in respect of such loans) on the fifth anniversary of first drawdown of Facility B by OpSec. This facility will be used to fund the Company’s working capital requirements.

Facility C is a £4,500,000 multi currency revolving credit facility, bearing the same interest rate as Facility A. Facility C has a term of five years with each revolving loan under the facility being repayable on the last date of its quarterly interest period. On or prior to the third anniversary of the first drawdown of Facility C by OpSec it must agree an amortisation profile with RBS specifying dates upon which the Facility C commitment will be permanently reduced by specified amounts. This facility will be used to repay the Company’s current borrowings with Bank of America and to finance its capital expenditure plans.

Commenting on the financing Mark Turnage, Chief Executive Officer, said:

“We are pleased to announce these new financing arrangements which will provide capital for the next phase of the Company’s development. We believe the markets for our anti-counterfeiting products continue to expand and that there are opportunities to enhance OpSec’s position in these markets. This new financing will allow us to continue to grow the business by investing in the Company’s operations and make further progress with our targeted acquisitions.

Q Advisors LLC acted as our exclusive placement agent and financial advisor. Q Advisors LLC was instrumental in helping us achieve a favourable debt financing in today’s challenging and volatile debt capital market conditions.”

OpSec is a pre-eminent provider of anti-counterfeiting technologies and services to over 100 governments and corporations worldwide. OpSec's products and services allow its corporate clients to authenticate and to track products from counterfeiting and diversion in both the physical and virtual worlds. Governments use OpSec technologies to guard against counterfeiting of currency, tax stamps, passports, drivers' licenses, licenses, and other government documents.

Q Advisors LLC, with offices in Denver and San Francisco, provides top-tier investment banking services primarily to the technology and telecommunications markets. Q Advisors assists national and international clients with a range of services including mergers and acquisitions, debt and equity financings and financial restructurings. The principals of Q Advisors are accomplished senior professionals who bring focus, operating perspective and creativity to every client engagement. For more information about Q Advisors, please visit www.qllc.com.