REG - KRM22 PLC - Facility Amendment

KRM22Announcement

29/04/2025 07:00

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RNS Number : 4918G  KRM22 PLC  29 April 2025

KRM22 plc

("KRM22", the "Group" or the "Company")

Facility Amendment

 

KRM22 plc, (AIM: KRM) the technology and software investment company that
focuses on risk management for capital markets, announces that the terms of
the Company's convertible loan facility agreement (the "Facility"), entered
into on 17 June 2023 with Trading Technologies International, Inc. ("TT"), the
Company's largest shareholder, have been amended to defer payment of all
interest due until 30 June 2026, which aligns with the end of the term of the
Facility.

 

The Company previously announced that TT would be willing to enter into
discussions with KRM22 around amending the terms of the Facility with interest
payments originally due for payment in December 2024 and March 2025 deferred
until the end of April 2025 pending conclusion of these discussions.

 

The Company and TT have now concluded these discussions and the terms of the
Facility, including the interest rate, interest repayment dates, and revenue
covenants, have been amended in order to conserve cash for KRM22. The Facility
amount has also been reduced by £0.5 million, decreasing from £5.0 million
to a capped and fully drawn amount of £4.5 million. The interest rate will
marginally increase by 0.25 per cent., rising from 5.50 per cent. to 5.75 per
cent. over SOFR, and a resulting minimum aggregate rate of 9.50 per cent.
(previously at 9.25 per cent.). All interest payments are now deferred to the
30 June 2026 (previously a balloon interest payment to the end of April 2025
and calendar quarterly interest payments thereafter). The revised interest
rate is effective from the date of signing the revised agreement, being 28
April 2025, and will not be retrospectively applied. Additionally, the future
revenue covenant has been loosened and discounted in favour of the Company,
providing the Company with additional flexibility.

 

All other terms of the Facility remain the same.

 

The conclusion of these discussions allows the KRM22 Leadership team to focus
on further growing the Company's Annual Recurring Revenue, whilst also
continuing to manage the underlying cost base of the business to satisfy
minimum cash requirements under the terms of the Facility as the Company
progresses to becoming a cash profitable business.

 

Related Party Transaction

 

TT is considered a "related party" as defined under the AIM Rules as a result
of its substantial shareholding of 24.8 per cent. in the Company. The
extension of the interest repayment date by TT to the end of June 2026 and the
additional amendments of the Facility constitutes a related party transaction
for the purposes of Rule 13 of the AIM Rules.

 

The Independent Directors, being Kim Suter, Dan Carter, Garry Jones, Sandy
Broderick and Steve Sparke, consider, having consulted with the Company's
nominated adviser for the purposes of the AIM Rules, Cavendish, that the
amended terms of the Facility are fair and reasonable insofar as the Company's
shareholders are concerned.

 

The information communicated in this announcement is inside information for
the purposes of Article 7 of Regulation 596/2014.

 

 

For further information please contact:

 

 KRM22                                                                                                                                                                                   InvestorRelations@krm22.com (mailto:InvestorRelations@krm22.com)
 plc

 Garry Jones, Chairman

 Dan Carter, CEO

 Kim Suter, CFO

 Cavendish Capital Markets Limited (Nominated Adviser and Sole                                                                                                                           +44 (0)20 7220 0500
 Broker)

 Carl Holmes / Isaac Hooper / Rory Sale (Corporate Finance)

 Sunila de Silva (ECM)

 

About KRM22 plc

KRM22 is a closed-ended investment company which listed on AIM on 30 April
2018.  The Company has been established with the objective of creating value
for its investors through the investment in, and subsequent growth and
development of, target companies in the technology and software sector, with a
focus on risk management in capital markets.

 

Through its investments and the Global Risk Platform, KRM22 helps capital
market companies reduce the cost and complexity of risk management.  The
Global Risk Platform provides applications to help address firms' trading and
corporate risk challenges and to manage their entire enterprise risk profile.

 

Capital markets companies' partner with KRM22 to optimise risk management
systems and processes, improving profitability and expanding opportunities to
increase portfolio returns by leveraging risk as alpha.

 

KRM22 plc is listed on AIM and the Group is headquartered in London, with
offices in several of the world's major financial centres.

 

See more about KRM22 at KRM22.com

 

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