REG - Insig AI Plc - Equity Funding, Subscription, TVR & PDMR Dealing

Insig AiAnnouncement

Tue 07:00

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RNS Number : 0668O  Insig AI Plc  24 June 2025

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

Insig AI plc

("Insig AI" or the "Company")

Equity funding facility, share subscription, total voting rights and PDMR
dealing

 

Equity Funding Facility

Insig AI plc (AIM:INSG), a provider of AI-led analytics and machine learning
solutions, is pleased to announce that, further to its announcement on 24
March 2025 (see RNS number 7659B), the Company has entered into an equity
funding facility with Richard Bernstein, Chief Executive of Insig AI on 23
June 2025. The terms of the £350,000 equity funding facility are unchanged
from the 24 March 2025 announcement and provides Richard Bernstein the right
to subscribe for up to 1,750,000 new ordinary shares of 1 pence each in the
Company ("Ordinary Shares") at 20 pence per Ordinary Share (the "Equity
Funding Facility"). The Company shall also have a call option to require the
same, should funding be required. The Equity Funding Facility shall terminate
on 31 December 2025. The subscription price of 20 pence represents a premium
of 23% to the closing share price of 16.25 pence on 21 March 2025, when the
Equity Funding Facility was proposed.

Share subscription

Further to the entering into of the Equity Funding Facility, and under the
terms of the agreement, the Company has been informed that Richard Bernstein
has exercised his right to subscribe for 500,000 new Ordinary Shares at a
price of 20 pence per Ordinary Share (the "Subscription Shares") (together,
the "Subscription"). The Subscription shall provide the Company with £100,000
for working capital purposes and leaves £250,000 of available funding under
the terms of the Equity Funding Facility. Following the Subscription, Richard
Bernstein holds 24,565,880 Ordinary Shares, which represents 20.4% of Insig
AI's total voting rights.

The entering into of the Equity Funding Facility by Richard Bernstein, a
director of the Company, constitutes a related party transaction under the AIM
Rules. The directors of the Company (excluding Richard Bernstein), having
consulted with Zeus Capital Limited, the Company's nominated adviser, consider
that the terms of the Equity Funding Facility and Richard's participation
therein to be fair and reasonable insofar as the Company's shareholders are
concerned.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of the
Subscription Shares to trading on AIM ("Admission"). Admission is expected to
become effective, and dealings in the Subscription Shares are anticipated to
commence on or around 27 June 2025.

The Subscription Shares will be issued fully paid and will rank pari passu in
all respects with the existing ordinary shares of the Company.

Following Admission, the issued share capital and total voting rights of the
Company will be 120,432,637. Shareholders may use this figure as the
denominator to determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

 

For further information, please visit www.insig-ai.com
(https://url.uk.m.mimecastprotect.com/s/exSSCqYgzSOV8QQFNtLhEn93M?domain=insig-ai.com/)
 or contact:

 Insig AI plc
 Richard Bernstein, CEO                  richard.bernstein@insg.ai
 Zeus (Nominated Adviser & Broker)       +44 (0) 203 829 5000

 David Foreman / James Hornigold

 

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                                                         Richard Bernstein

 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                                                         Insig AI plc

 b)   LEI                                                          21380098CKBAG1NWCD98

 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 1 pence each

      Identification code                                          GB00BYV31355

 b)   Nature of the transaction                                    Share subscription

 c)   Price(s) and volume(s)

                                                                                     Price(s)          Volume(s)
                                                                                     20.0 pence        500,000

 d)   Aggregated information                                       N/A single transaction

      - Aggregated volume

      - Price

 e)   Date of the transaction                                      23 June 2025

 f)   Place of the transaction                                     London Stock Exchange

 

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