REG - Tern PLC - Issue of Talking Medicines Convertible Loan Notes

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RNS Number : 2814L  Tern PLC  12 December 2025

12 December 2025

 

Tern Plc

 

("Tern" or the "Company")

 

Issue of Talking Medicines Convertible Loan Notes

 

Tern Plc (AIM:TERN), the investment company specialising in supporting high
growth, early-stage, disruptive Internet of Things ("IoT") technology
businesses, announces that it has been issued with approximately £230,000 of
new unsecured convertible loan notes (the "CLNs") by Talking Medicines Limited
("Talking Medicines") in return for Tern having agreed to cancel existing
short-term loans aggregating to approximately £180,000 provided by Tern to
Talking Medicines during 2024 and 2025.

 

The CLNs carry an interest rate of 10 per cent. per annum and the CLN's
principal amount and accrued interest are convertible on either an exit or a
fundraising of at least £2 million undertaken by Talking Medicines, in both
cases at a 20 per cent discount to the exit or fundraising price.  If neither
an exit nor a relevant fundraising has taken place, the CLNs will mature on 21
November 2029, in line with the approximately £0.3 million of convertible
loan notes that the Company already holds in Talking Medicines.

 

As at 30 June 2025, the date of Tern's last published book valuation, Tern's
equity and convertible loan note holding in Talking Medicines had a total
unaudited book value of £2.1 million. Following the issue of the CLN, Tern's
equity holding in Talking Medicines will be unchanged and Tern will continue
to hold approximately 23.8% of Talking Medicines' equity, but now with an
increased total convertible loan note holding of approximately £0.52 million.

 

Talking Medicines is in the process of raising up to £1.0 million of new
funding from new and existing investors through the issue of CLNs on the same
terms.

 

Further information on Talking Medicines

 

Talking Medicines uses Advanced Data Science and Artificial Intelligence to
empower healthcare advertising agencies, enabling them to consistently win and
retain their Pharma clients whilst achieving improved productivity, with swift
project delivery.  Talking Medicines is seeking to revolutionise the over
US$23bn healthcare advertising market (Research and Markets, Healthcare
Advertising Market Report 2025), through unlocking strategic intelligence
within conversational data.  Talking Medicines empowers customers to gain
strategic advantages in analysis, measurement, and enhanced brand equity
through structuring conversational data.

 

Based on Talking Medicines' latest statutory accounts for the year ended 31
December 2024, as at that date it had net liabilities of approximately £1.4
million and incurred a loss for the year of approximately £0.51 million.
Given the historic nature of these figures, Tern does not consider this to be
representative of the current business, trading performance and prospects of
Talking Medicines.

 

Enquiries

 

 Tern Plc                                           via IFC Advisory

 Jane McCracken (Interim Non-Executive Chair)

 Allenby Capital Limited                            Tel: 0203 328 5656

 (Nominated Adviser and Broker)

 Alex Brearley / Ashur Joseph (Corporate Finance)

 Kelly Gardiner (Sales and Corporate Broking)

 IFC Advisory                                       Tel: 0203 934 6632

 (Financial PR and IR)

 Tim Metcalfe

 Graham Herring

 Florence Staton

 

 

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