REG - Fiinu PLC - Settlement of GEM Facility & Total Voting Rights

FiinuAnnouncement

Mon 07:00

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RNS Number : 3431X  Fiinu PLC  01 September 2025

The information contained within this Announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014 which forms part of English law by virtue of the European
Union (Withdrawal) Act 2018, as amended. Upon the publication of this
announcement via the Regulatory Information Service, this inside information
is now considered to be in the public domain.

 

 

1 September 2025

 

Fiinu Plc

("Fiinu", the "Company" or the "Group")

 

Settlement of GEM Facility, Cancellation of Warrants and Total Voting Rights

 

Fiinu Plc (AIM: BANK) is pleased to announce that it has agreed with GEM
Global Yield LLC SCS and GEM Yield Bahamas Limited (together, "GEM") to
terminate the Share Subscription Facility Agreement ("SSFA" or "GEM Facility")
and Warrant Instrument ("the Agreements"), originally entered into on 14 March
2023 ("Deed of Termination").

Under the Deed of Termination, Fiinu has agreed to issue 7,666,667 new
ordinary shares of 10 pence each ("Settlement Shares") to GEM, at an issue
price of 15 pence per Settlement Share, in full and final settlement of all
obligations between the parties under the Agreements. This equates to a
termination payment of £1.15 million.

As part of the Deed of Termination:

All outstanding warrants previously granted to GEM have been cancelled,
removing the warrant overhang from Fiinu's capital structure.

GEM has also agreed to a 30-day lock-in on the Settlement Shares, followed by
orderly market provisions to ensure measured trading thereafter.

Application will be made to the London Stock Exchange for the Settlement
Shares to be admitted to trading on AIM. The Company has the authority to
issue and allot the Subscription Shares pursuant to certain existing
shareholder authorities granting such powers to the directors at the Company's
Annual General Meeting held on 26 June 2025. Admission is expected to occur on
or about 5 September 2025. The Settlement Shares will rank pari passu in all
respects with the existing ordinary shares in the Company.

Total Voting Rights

Following the issue of the Subscription Shares, the total issued share capital
of the Company will consist of 385,541,653 ordinary shares of 10 pence each.
The Company does not hold any ordinary shares in Treasury, therefore the total
voting rights in the Company following Admission will be 385,541,653. This
figure 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 in their interest in, the share capital of the
Company under the FCA's Disclosure Guidance and Transparency Rules.

David Hopton, Chair of Fiinu Plc, commented:

"This facility was an important backstop to us at a difficult juncture for
Fiinu and the agreement reached to terminate it early marks another positive
sign of our recovery from the aftermath of the return of our banking licence.
Together with the recent addition of Everfex to the Group and good progress on
the licensing of our Plugin Overdraft®, it marks the completion of another of
the many strategic objectives the board has set itself for the remainder of
2025 and 2026. Along with my colleagues on the Board, I am increasingly
confident about the future."

 

The Directors of the Company are responsible for the release of this
announcement

 

~Ends~

 

 

 Fiinu Plc                                        Tel: +44 (0) 1932 629 532

 Dr. Marko Sjoblom - CEO

 SPARK Advisory Partners Limited (Nomad)          Tel: +44 (0) 203 368 3550

 Mark Brady/Jade Bayat

 SP Angel Corporate Finance LLP (Joint Broker)    Tel: +44 (0) 207 470 0470

 Bruce Fraser/Ezgi Senturk

 Oberon Investment Limited (Joint Broker)         Tel: +44 (0)203 179 5300

 Nick Lovering/ Adam Pollock/ Mike Seabrook

 Brazil (Financial PR)                            Tel: +44 (0) 207 785 7383

 Joshua van Raalte /Jamie Lester/Christine Webb

 

 

For more information, please visit www.fiinuplc.com (http://www.fiinuplc.com)

 

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