REG - Supply @ME Capital - Third tranche of shares issued to Venus Capital

Supply@Me CapitalAnnouncement

18/07/2022 13:15

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RNS Number : 8483S  Supply @ME Capital PLC   18 July 2022

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
REGULATION 2014/596/EU, WHICH IS PART OF UNITED KINGDOM DOMESTIC LAW PURSUANT
TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK
MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS
DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Supply@ME Capital plc

(The "Company" or "SYME")

Share issuance and Total Voting Rights

 

Third tranche of new ordinary shares issued under equity funding facility with
Venus Capital SA; new ordinary shares issued to TradeFlow directors; and to
correct previous rounding issue

Capital Enhancement Plan deployment

SYME, the fintech business which provides an innovative Platform for use by
manufacturing and trading companies to access Inventory Monetisation©
solutions enabling their businesses to generate cashflow, today announces that
it is to issue the third mandatory tranche ("Third Tranche") of new ordinary
shares in the Company to Venus Capital SA ("Venus Capital"), under the key
terms of the equity funding facility announced on 27 April 2022. The equity
funding facility with Venus Capital forms an integral part of the Company's
Capital Enhancement Plan, also announced on 27 April 2022.

The Third Tranche, comprising 1,350,000,000 new ordinary shares, will be
issued at a price of 0.05 pence per share, raising gross proceeds for the
Company of £675,000.

The Company will additionally issue to Venus Capital 1 warrant for every 2
ordinary shares comprised in the Third Tranche. As such, following the
resolutions passed at the Company's Annual General Meeting held on 30 June
2022, the Company will issue a total of 5,585,000,000 warrants to Venus
Capital in connection with the signing of the binding agreement and the issue
of the first three tranches of new ordinary shares.  The issue of warrants is
in line with the key terms of the equity funding facility announced on 27
April 2022. The exercise price of the warrants referred to above is 0.065p
with the warrants exercisable at any time up to 31 December 2025.

Additionally, with respect to the £1.95m bullet loan announced on 27 April
2022, the Company:

·    has exercised its discretion to draw down £100,000 of Loan Notes in
order to support its working capital needs. In this regard, the Company will
continue to assess its working capital needs and may, at its own
discretionary, draw down further amounts in the future;

·    will issue £308,500 of Loan Notes in order to settle the over-all
fees due to Venus Capital regarding the arrangement of the Capital Enhancement
Plan and the three mandatory tranches of equity issues to date.

These Loan Notes are convertible into new ordinary shares with a maturity date
of 31 December 2025 at a 10% p.a. interest rate.

TradeFlow acquisition related earn-out payments

The Company will issue 106,762,760 new ordinary shares to each of Tom James,
Chief Executive Officer and Chief Investment Officer of TradeFlow Capital
Management ("TradeFlow"), and John Collis, Chief Risk  Officer and Head of
Compliance at TradeFlow, who are both executive directors of SYME, in relation
to settlement of post-acquisition earn out payments for the financial year
ended 31 December 2021. The combined number of 213,525,520 new ordinary shares
was determined by reference to a pre-determined revenue milestone, of which
80% was achieved by TradeFlow during 2021. As detailed in the Company's Annual
Report and Accounts for the year ended 31 December 2021, there is an option
for the Company to settle the post-acquisition earn out payments in either
cash or shares and in this instance the option to settle through the issue of
new ordinary shares has been chosen.

Correction of discrepancy concerning number of new ordinary shares in issue

The Company identified that a discrepancy of two ordinary share had occurred
between the number reported on its share register and the number of shares in
issue recorded at Companies House.  This discrepancy was caused due to
rounding issues and resulted in two ordinary shares being omitted from
previous applications for listing.   The Company is seeking to correct this
discrepancy through the issue of an additional two new ordinary shares as part
of the current share issue.

Total voting rights

Applications has been made to the Financial Conduct Authority (the "FCA") and
to the London Stock Exchange plc (the "London Stock Exchange") for admission
of ordinary shares comprising the Third Tranche, the TradeFlow new ordinary
shares and the two new ordinary shares to the standard segment of the Official
List and to trading on the London Stock Exchange's main market for listed
securities, respectively ("Admission"). It is expected that Admission will
occur at 8.00 a.m. on or around 19 July 2022.

The Company hereby notifies the market, in accordance with the FCA's
Disclosure Guidance and Transparency Rule 5.6.1, that following the issue of
the Third Tranche of new ordinary shares to Venus Capital, the issue of new
ordinary shares to TradeFlow directors and to correct the previous discrepancy
in the number of shares,  the Company's issued share capital will consist of
42,352,865,472 ordinary shares of £0.00002 per share ("ordinary shares"),
each with one vote. There are no shares held in Treasury. Therefore, the total
number of voting rights in the Company is 42,352,865,472 and 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.

 

For the purposes of UK MAR, the person responsible for arranging release of
this Announcement on behalf of SYME is Alessandro Zamboni, CEO.

Contacts

Alessandro Zamboni, CEO, Supply@ME Capital plc, investors@supplymecapital.com

Paul Vann, Walbrook PR Limited, +44 (0)20 7933 8780; paul.vann@walbrookpr.com

Chanice Smith, Cicero/AMO, +44 (0)20 7947 5317; chanice.smith@cicero-group.com
(mailto:chanice.smith@cicero-group.com)

Notes

Supply@ME Capital PLC and its operating subsidiaries (together the "Group")
provide an innovative fintech platform (the "Platform") for use by
manufacturing and trading companies to access inventory trade solutions
enabling their businesses to generate cashflow, via a non-credit approach and
without incurring debt.  This is achieved by their existing eligible
inventory being added to the Platform and then monetised via purchase by third
party Inventory Funders.  The inventory to be monetised can include
warehouse goods waiting to be sold to end-customers or goods/commodities that
are part of a typical import/export transaction. SYME announced in August 2021
the launch of a global Inventory Monetisation programme which will be
focused on both inventory in transit monetisation and warehouse goods
monetisation. This program will be focused on creditworthy companies and not
those in distress or otherwise seeking to monetise illiquid inventories.

 

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