For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20241231:nRSe6608Ra&default-theme=true
RNS Number : 6608R EMV Capital PLC 31 December 2024
For release: 07.00, 31 December 2024
EMV Capital plc
(EMVC, Group or the Company)
Q-bot Limited (Q-Bot) Fundraising
Issue of Shares and Total Voting Rights
EMV Capital plc (AIM: EMVC), the deeptech and life sciences VC investment
group, announces that further to its announcement of 3 December 2024, Q-Bot
has completed the first closing of its £1.3 million fundraising programme,
with an investment value of £0,63 million (Fundraising).
The Fundraising was led and syndicated by EMV Capital Partners Limited, the
Company's wholly owned venture capital and corporate finance firm, and
includes third party loan monies of £0.1 million pursuant to an extended
existing facility agreement, convertible loan monies of £0.51 million
pursuant to new convertible loan agreements (CLAs) and advance subscription
monies of £0.02 million pursuant to advance subscription agreements (ASAs).
Further to the announcement on 3 December 2024, the Group has participated
directly in the Fundraising by investing in a CLA as to a total of c.£350,000
as follows:
· as to c.£250,000, by issuing to Q-Bot 409,836 new ordinary shares in
the capital of the Company (Consideration Shares) at a price of £0.61 per New
Share, a 25.5 per cent. premium to the closing price of the Company's ordinary
shares on 30 December 2024; and
· as to c.£100,000 by releasing Q-Bot from outstanding fees due to the
Group in respect of services provided.
The terms of the CLA include:
· interest accruing at 14 per cent. per annum;
· an 18 month maturity date;
· the Group having the ability to convert some or all of the CLA
monies into equity in Q-Bot at a 70 per cent. discount to the next Q-Bot
fundraising round (conversion being at the discretion of the Group other than
where Q-Bot raises £3 million, in which case conversion is mandatory); and
· the Consideration Shares are subject to orderly market provisions,
including that if they are to be disposed of by Q-Bot they must be sold
through the Company's broker.
As previously announced, as the Fundraising does not establish a fixed price
for Q-Bot's shares (given that the conversion price of the convertible
instruments is contingent upon factors such as a subsequent fundraising round,
an exit event, or the maturity date), the Directors are unable to estimate any
changes to the current fair value of Q-Bot as a consequence of the
Fundraising. However, in the absence of significant growth prior to its next
equity fundraising, it is anticipated that the fair value of Q-Bot could be
materially lower than the previously reported figure (direct equity holding of
17.0 per cent. with a fair value of £2.7 million; and other AUM equity
holding of 37.4 per cent. with a fair value of £6.0 million).
Admission of Consideration Shares and Total Voting Rights
Application will be made for the Consideration Shares, which will rank pari
passu with existing Ordinary Shares, to be admitted to AIM (Admission). It is
expected that Admission will become effective and dealings will commence at
8.00 a.m. on or around 3 January 2025.
Following Admission, the total issued share capital of the Company will
consist of 27,767,391 Ordinary Shares. The Company does not hold any shares in
treasury. Therefore, the total number of voting rights in the Company will be
27,767,391 Ordinary Shares. This number may be used by shareholders as the
denominator for the calculations by which they will determine if they are
required to notify their interest, or a change to their interest in, the
Company under the FCA's Disclosure Guidance and Transparency Rules.
The person responsible for arranging the release of this announcement on
behalf of the Company is Ed Hooper, Executive Director and General Counsel of
the Company.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE UK VERSION OF REGULATION (EU) NO 596/2014 WHICH IS PART OF UK LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. UPON THE
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
-Ends-
For more information, please contact:
EMV Capital plc via Rosewood
Ilian Iliev, CEO
Panmure Liberum (UK) Limited (NOMAD and Broker) +44 (0)20 7886 2500
Emma Earl / Will Goode / Freddy Crossley / Mark Rogers (Corporate Finance)
Rupert Dearden (Corporate Broking)
Rosewood (Financial PR) +44 (0)20 7653 8702
John West / Llewellyn Angus / Lily Pearce
About EMV Capital plc (EMVC)
EMV Capital plc, formerly known as NetScientific plc, is a deep tech and life
sciences venture capital investment group with an international portfolio of
high-growth companies.
With a strategic focus on generating superior returns for investors from the
fast-growing sectors and technologies that will define our future; EMV Capital
invests in, manages and strengthens early stage IP-rich companies.
EMV Capital holds both direct equity stakes and carried interest in its
portfolio companies, creating an evergreen structure that supports extensive
growth and value creation. EMV Capital's investment thesis is realised through
these capital sources:
· capital-efficient investments through Group balance sheet;
· fund management of the Evergreen EIS and Martlet Capital Funds;
· syndicated investments leveraging its network of third-party
investors.
EMV Capital's approach is characterised by its proactive management style,
aiming to advance portfolio companies to critical value inflection points by
actively engaging with them. Companies are supported through Board
representation and the use of its Value Creation Services practice.
Headquartered in London, with a Cambridge presence and strong international
links, EMV Capital is quoted on the AIM market of the London Stock Exchange.
For more information, visit www.emvcapital.com (http://www.emvcapital.com)
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END PFUQKKBKCBDDKBN