REG - Crossword Cybersec - Equity fundraising incl. Director's subscription

Crossword CybersecurityAnnouncement

18/07/2024 07:00

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RNS Number : 8441W  Crossword Cybersecurity PLC  18 July 2024

Crossword Cybersecurity Plc

£500,500 equity fundraising including Director's subscription

18 July 2024 - London, UK Crossword Cybersecurity Plc
(http://www.crosswordcybersecurity.com/)  (AIM:CCS, "Crossword", the
"Company" or the "Group"), the cybersecurity solutions company focused on
cyber strategy and risk, is pleased to announce that it has raised gross
proceeds of approximately £500,500 through a placing ("Placing") and direct
subscription (the "Subscription") (together, the "Fundraise") of 10,010,000
new ordinary shares of 0.5p each in the capital of Crossword ("Ordinary
Shares") at a price of 5 pence per Ordinary Share (the "Issue Price").

The Fundraise comprised the Placing of 6,010,000 Ordinary Shares to raise
approximately £300,500 from new and existing shareholders, conducted by
Hybridan LLP, and the Subscription by the Company's CEO, Tom Ilube, of
4,000,000 Ordinary Shares to raise a further £200,000.

The Company intends to apply proceeds from the Fundraise to provide additional
working capital as the Company continues to focus on achieving EBITDA and cash
breakeven in H2 2024. The Issue Price represents a 27% discount to the closing
mid-price on 17 July 2024.

Admission and Total Voting Rights

Application has been made for the admission of the 10,010,000 Ordinary Shares,
which rank pari passu with the Company's existing issued Ordinary Shares, to
trading on AIM. Dealings on AIM are expected to commence at 8:00am on or
around 23 July 2024 ("Admission").

For the purposes of the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules (the "DTRs"), following Admission, Crossword will have
111,476,867 Ordinary Shares in issue with voting rights attached. Crossword
holds no shares in treasury. This figure of 111,476,867 may be used by
shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change to their interest in the Company, under the DTRs.

Related party transaction

The Subscription by Tom Ilube constitutes a related party transaction under
Rule 13 of the AIM Rules for Companies. The Company's Independent Directors,
being the Directors other than Tom Ilube, consider, having consulted with the
Company's Nominated Adviser, that the terms of Tom Ilube's Subscription are
fair and reasonable insofar as the Company's shareholders are concerned.

Director's participation

The beneficial holding of Tom Ilube following Admission of the new Ordinary
Shares is set out below:

 Director   Total Ordinary Shares held on Admission  % of issued share capital held on Admission
 Tom Ilube  18,667,260                               16.7%

 

Further details are set out in the PDMR form below, made in accordance with
the Market Abuse Regulation (EU) No. 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018.

The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 ("UK MAR") which is part of UK law
by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Company's obligations under Article 17 of UK
MAR. Upon the publication of this announcement, this inside information is now
considered to be in the public domain.

 

Contacts

Crossword Cybersecurity plc - Tel: +44 (0) 333 090 2587

Email: info@crosswordcybersecurity.com

Tom Ilube, Chief Executive Officer

Rose Clark, Chief Financial Officer

Grant Thornton (Nominated Adviser) - Tel: +44 (0) 20 7383 5100

Colin Aaronson / Jamie Barklem / Ciara Donnelly / Elliot Peters

Hybridan LLP (Broker) - Tel: +44 (0)203 764 2341

Claire Louise Noyce

 

About Crossword Cybersecurity plc

Crossword offers a range of cyber security solutions to help
companies understand and reduce cyber security risk. We do this through
a combination of people and technology, in the form of SaaS and software
products, consulting, and managed services. Crossword's areas of emphasis
are cyber security strategy and risk, supply chain cyber, threat detection
and response, and digital identity and the aim is to build up a portfolio
of cyber security products and services with recurring revenue models in these
four areas. We work closely with UK universities and our products and services
are often powered by academic research-driven insights. In the area
of cybersecurity strategy and risk our consulting services include cyber
maturity assessments, industry certifications, and virtual chief information
security officer (vCISO) managed services.

Crossword's end-to-end supply chain cyber standard operating model (SCC SOM)
is supported by our best-selling SaaS platform, Rizikon Assurance, along with
cost-effective cyber audits, security testing services and complete managed
services for supply chain cyber risk management. Threat detection and
response services include our Nightingale AI-based network monitoring, our
Trillion™ suite of threat intelligence products, Trillion Breach, Harvista
and Arc and incident response. Crossword's work in digital identity is based
on the World Wide Web Consortium W3C verifiable credentials standard and our
current solution, Identiproof, enables secure digital verification of
individuals to prevent fraud.

Crossword serves medium and large clients including FTSE 100, FTSE 250 and
S&P listed companies in various sectors, such as defence, insurance,
investment and retail banks, private equity, education, technology and
manufacturing and has offices in the UK, Poland and Oman. Crossword's ordinary
shares are admitted to trading on the AIM market of the London Stock Exchange.

Visit Crossword at https://www.crosswordcybersecurity.com/
(https://www.crosswordcybersecurity.com/)

 

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.

 1    Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                           Tom Ilube
 2    Reason for the notification
 a)   Position/status                                                Chief Executive Officer

 b)   Initial notification /Amendment                                Initial Notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 a)   Name                                                           Crossword Cybersecurity plc
 b)   LEI                                                            213800FJNJGZBUSOZQ63
 4    Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument    Ordinary shares of 0.5p each

      Identification code

                                                                     GB00BNG2LT65
 b)   Nature of the transaction                                      Subscription for ordinary shares
 c)   Price(s) and volume(s)                                         Price       5.0p        Volume 4,000,000

 d)   Aggregated information                                         N/A

 e)   Date of the transaction                                        17 July 2024
 f)   Place of the transaction                                       Outside a trading venue

 

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