REG - Substrate AI-Class B - Issue of Convertible Bonds and Warrants

Substrate Artificial Inteligence SAAnnouncement

18/01/2024 12:00

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RNS Number : 1764A  Substrate Artificial Intel - B    18 January 2024

 

 

18 January 2024

 

SUBSTRATE ARTIFICIAL INTELIGENCE SOCIEDAD ANONIMA

("Substrate AI" or the "Company")

 

Issue of Convertible Bonds and Warrants

 

Substrate AI (AQUIS: SAI/SAI.B) announces its thirteenth issuance of 50 Bonds
convertible into class A shares of the Company for an aggregate nominal amount
of €500,000 (the "Convertible Bonds (January 2024)"), as well as the
issuance of 370,370 warrants (the "Warrants T13"), with Global Corporate
Finance Opportunities 15 ("GCFO15" or the "Investor") being the sole recipient
of such securities.

 

This issuance relates to the investment agreement dated 15 June 2022 (the
"Investment Agreement") entered into with GCFO15, a financial vehicle managed
by Alpha Blue Ocean ("ABO"), by which the Investor committed to providing a
facility of up to €20,000,000 to the Company (the "Commitment"), by
subscribing to interest-free mandatory convertible bonds (obligaciones
convertibles en acciones), each with a par value of €10,000 and with a
duration of 12 months from their respective date of issuance (each, a
"Convertible Bond"). By means of the Investment Agreement, the Investor
undertook the Commitment in 39 sequential tranches (each, a "Tranche"), with
an aggregate nominal value of (i) €1,000,000 for the first Tranche and (ii)
€ 500,000 for the following 38 Tranches. The conversion price of each
Convertible Bond is the higher of (i) the theoretical conversion price and
(ii) the nominal value of the class A share. The theoretical conversion price
means 95% of the lowest closing volume weighted average price of the class A
shares on the BME Growth Market as published by Bloomberg (the "Daily VWAP"),
during the period of five (5) consecutive trading days expiring on the trading
day immediately preceding the conversion date. The conversion price will be
determined by rounding down to the nearest 1/100th.

 

Following this issuance, the Company has issued 630 Convertible Bonds under
the Investment Agreement.

 

 On 17 May 2023, the Extraordinary General Meeting of Shareholders passed the
resolution to delegate to the Board of Directors the power to issue
convertible bonds into shares of the Company for a maximum nominal amount of
€17,200,000, as well as to increase the share capital as necessary to cover
the conversion of said bonds.

 

 

The Directors of the Company accept responsibility for the contents of the
announcement.

This announcement contains information which, prior to its disclosure, was
inside information as stipulated under Regulation 11 of the Market Abuse
(Amendment) (EU Exit) Regulations 2019/310 (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.

For further information, please contact:

 Substrate AI
 Lorenzo Serratosa                 info@substrate.ai (mailto:info@substrate.ai)

 Chairman
 First Sentinel Corporate Finance

 Corporate Advisors
 Brian Stockbridge                 +44 (0) 7858 888 007

 

About Substrate AI: Substrate AI is an artificial intelligence company based
in Spain that creates, buys and scales companies around AI in diverse sectors
such as fintech, agritech, energy, human resources, or health. All of them
sell products and services built on the bio-inspired reinforced learning
technology developed and patented by Substrate AI.

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