REG - Seeing Machines Ltd - £26.2 million strategic investment from Mitsubishi

Seeing MachinesAnnouncement

23/12/2024 07:00

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RNS Number : 0236R  Seeing Machines Limited  23 December 2024

23 December 2024

 

Seeing Machines Limited

 

 Seeing Machines secures £26.2 (US$32.8) million strategic investment from
Mitsubishi Electric Mobility as part of collaboration agreement

 

Investment underpinned by significant growth opportunities in the Japanese
Automotive segment, Aftermarket distribution in North America, Japan and
Europe and new adjacent markets

 

Seeing Machines Limited (AIM: SEE, "Seeing Machines", the "Group" or the
"Company"), the advanced computer vision technology company that designs
AI-powered operator monitoring systems to improve transport safety, announces
that it has entered into a collaboration agreement (the "Collaboration
Agreement") with Mitsubishi Electric Mobility Corporation ("Mitsubishi
Electric Mobility"), a global leader in the design and manufacture of
automotive products and technologies, to pursue joint growth opportunities in
the supply of driver and occupant monitoring system ("DMS" and "OMS"
respectively) technology solutions to enhance safety in Automotive. Mitsubishi
also becomes a significant investor in Seeing Machines, following a
subscription agreement entered into on 23 December 2024 raising gross proceeds
of approximately £26.2 (US$32.8) million (the "Subscription Agreement") to
enhance the Group's balance sheet and provide funding for further growth. The
Subscription Agreement represents 15% of Seeing Machines' issued share capital
prior to the issue of New Ordinary Shares.

 

Highlights:

 

-     Collaboration Agreement to facilitate joint Automotive business
opportunities in Japan

-     Companies to jointly access Aftermarket growth in North America,
Europe and Japan, leveraging Guardian Generation 3 and Mitsubishi Electric
Mobility's global aftermarket distribution channel

-     Collaboration Agreement leverages Seeing Machines' proprietary IP to
assess and enter new adjacent markets where Mitsubishi Electric Mobility has a
leadership position

-     Alongside the Collaboration Agreement, Mitsubishi Electric Mobility
has invested in Seeing Machines via the Subscription Agreement, raising gross
proceeds of £26.2 (US$32.8) million, at a premium of 12% to the 30-day VWAP

-     Investment further strengthens balance sheet and provides capacity
to focus on growth opportunities across new markets within existing transport
segments

-     Mitsubishi Electric Mobility to increase holding to 19.9% through
acquisition of additional shares via secondary transaction

 

 

Unique opportunity to seize growth with world class partner

 

The Collaboration Agreement will focus on Automotive opportunities in Japan,
where Mitsubishi Electric Mobility has achieved success with its DMS. As a
partner of Mitsubishi Electric Mobility, Seeing Machines expects to accelerate
its driver and occupant monitoring technology adoption with Japanese OEMs
(original equipment manufacturers), who are increasingly responding to global
regulatory and NCAP trends, starting with a new wave of Automotive business
tenders expected to settle throughout 2025.

 

In Aftermarket, Seeing Machines and Mitsubishi Electric Mobility will work
together to drive increased sales of Guardian Generation 3 in Japan, Europe
and North America, leveraging Mitsubishi Electric Mobility's significant
Aftermarket distribution network and customer base. This joint effort is
expected to accelerate the Company's path to profitability.

 

Additionally, Seeing Machines and Mitsubishi Electric Mobility will pursue
opportunities in adjacent markets where Mitsubishi Electric Mobility already
has a strong established position. The opportunity to collaborate will allow
Seeing Machines to begin expansion into new regions while maintaining its
focus on growth and delivery across core transport segments, with the ultimate
goal of getting people home safely, delivering shareholder value and becoming
a successful, profitable business.

 

Kunihiko Kaga, President & CEO of Mitsubishi Electric Mobility, stated:
"Mitsubishi Electric Mobility has been collaborating with excellent partners,
expecting technological synergies in the CASE ("Connected", "Autonomous",
"Shared & Service", "Electric")-related business, which has great market
potential. We position this partnership with Seeing Machines as part of this
strategy and are confident that by combining the strengths of both companies,
we will be able to provide the market with new and attractive products. We are
very pleased to be taking on a new business challenge with Seeing Machines,
our best partner, in the rapidly growing DMS market."

 

Paul McGlone, CEO of Seeing Machines, stated:

"This is a pivotal partnership in our approach to strategically align with a
number of key, industry leading Automotive Tier-1s with high capability,
complementary strengths and market focus in the DMS/OMS space. We have been
working closely with our new colleagues at Mitsubishi Electric Mobility and
the synergy is clear: promising significant benefits for both of our
businesses. We have carefully considered this investment in Seeing Machines to
ensure that we remain focused on supporting our existing key customers and
programs across our transport focused businesses, while we accelerate growth
in currently under-served markets and together explore new opportunities in
adjacent industries."

 

Subscription Agreement - Further details

 

Seeing Machines has issued 640,746,822 new ordinary shares of nil par value
each (the "New Ordinary Shares") to Mitsubishi Electric Mobility at a price of
4.09 pence per New Ordinary Share, raising gross proceeds of approximately
£26.2 million (US$32.8) million (the "Placing").

 

The net proceeds of the Placing, issued at a 12% premium to the 30-day VWAP of
Seeing Machines' existing shares for the period ending 19 December 2024, will
unlock new growth opportunities, specifically for Automotive expansion in
Japan and to accelerate joint sales of Guardian to support the Company's
Aftermarket business across multiple geographies.

 

The Subscription represents 15% of the Company's issued share capital as at
today's date, prior to the New Ordinary Shares being admitted to AIM for
trading. The Company also understands that Mitsubishi Electric Mobility has
entered into an agreement to acquire additional shares from Lombard Odier
Asset Management and VS International Venture, the largest and second largest
shareholders respectively of the Company, to increase its holding to 19.9%.
Mitsubishi Electric Mobility's ownership level is restricted to 19.9% in
accordance with the Australian Corporations Act and the Agreement between the
parties restricts the ability to incrementally increase thereafter other than
under certain agreed circumstances.

 

Application has been made to the London Stock Exchange for the New Ordinary
Shares to be admitted to trading on AIM ("Admission"). It is expected that
Admission will occur and dealings will commence in the New Ordinary Shares at
or around 8.00 a.m. on 24 December 2024.

 

Total Voting Rights

 

Following Admission, the Company's issued and fully paid share capital will
consist of 4,912,392,305 ordinary shares, all of which carry one voting right
per share. The Company does not hold any Ordinary Shares in treasury.
Therefore, the total number of ordinary shares and voting rights in the
Company will be 4,912,392,305. This figure may be used by shareholders 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 FCA's Disclosure Guidance and Transparency Rules.

 

This announcement contains inside information under the UK Market Abuse
Regulation. The person responsible for arranging for the release of this
announcement on behalf of the Company is Paul McGlone, CEO.

 

 

Enquiries:

 

 Seeing Machines Limited                    +61 2 6103 4700
 Paul McGlone - CEO

 Sophie Nicoll - Corporate Communications

 Stifel (Nominated Adviser and Broker)                           +44 20 7710 7600
 Alex Price

 Fred Walsh

 Ben Good

 Sarah Wong

 DGA Group (Media Enquiries)                +44 20 7664 5095

 James Styles

Methuselah Tanyanyiwa

 Matthias Jarosz

About Seeing Machines (AIM: SEE), a global company founded in 2000 and
headquartered in Australia, is an industry leader in vision-based monitoring
technology that enable machines to see, understand and assist people. Seeing
Machines is revolutionizing global transport safety. Its technology portfolio
of AI algorithms, embedded processing and optics, power products that need to
deliver reliable real-time understanding of vehicle operators. The technology
spans the critical measurement of where a driver is looking, through to
classification of their cognitive state as it applies to accident risk.
Reliable "driver state" measurement is the end-goal of Driver Monitoring
Systems (DMS) technology. Seeing Machines develops DMS technology to drive
safety for Automotive, Commercial Fleet, Off-road and Aviation. The company
has offices in Australia, USA, Europe and Asia, and supplies technology
solutions and services to industry leaders in each market vertical.

www.seeingmachines.com (http://www.seeingmachines.com)

 

About Mitsubishi Electric Mobility's DMS Business

 

Mitsubishi Electric Mobility has been committed to the development and
commercialization of DMS technology from an early stage, with the goal of
achieving "Zero Traffic Fatalities". Mitsubishi Electric Mobility possess
hardware design and manufacturing technologies, including optical designs
adapted to the in-vehicle environment, and have extensive mass production
experience in developing technologies that is designed to estimate the
condition of drivers, such as inattention, drowsiness, and careless driving.

 

Furthermore, Mitsubishi Electric Mobility are also engaged in the development
of technologies that utilize biometric detection, such as heart rate
monitoring, to quickly detect sudden changes in health during driving and
prevent accidents, as well as developing occupant body size estimation
technologies that contribute to collision safety.

 

Mitsubishi Electric Mobility is a wholly-owned subsidiary of Mitsubishi
Electric Corporation, a Japan-listed company with a JPY 4.5 trillion market
capitalisation.

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