Business Update
20/05/2022 07:00
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RNS Number : 1844M Tintra PLC 20 May 2022
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
20 May 2022
TINTRA PLC
("Tintra", the "Group" or the "Company")
Business Update
The board of directors (the "Board") of Tintra (https://tintra.com/) , the
fast-growth FinTech & RegTech business, announces an update to its
business activities as it continues to progress the strategy that was first
outlined to shareholders at last year's annual general meeting.
Update on proposed sale of Lottery Business
The proposed sale of certain assets (the "Lottery Administration Business") of
Prize Provision Services Limited ("PPS") to Sterling Management Centre Ltd
("Sterling"), which was first announced on 21 October 2021, has taken far
longer to complete than either party expected. Both Sterling and Tintra are
working closely together, on an almost daily basis, and it is fully expected
the transaction will close broadly as originally anticipated.
Despite this close collaboration, the transaction remains some eight to twelve
weeks from completing all of its regulatory hurdles. Consequently, the Company
and its advisors have created an interim solution that allows the Company to
achieve its dual goal of completing the transaction with Sterling and freeing
up the Company to complete its funding round as outlined in earlier
announcements.
A special purpose vehicle, PPS Asset Realisation Co Limited, has been
incorporated as a company limited by guarantee (the "SPV"), which yesterday
purchased Prize Provision Services Limited for £1 (the "Transaction"). The
director of the SPV and a majority of the members of the SPV are independent
third parties, with the Company holding a minority (one-third) of the voting
rights. As the SPV is a company limited by guarantee, the members, including
the Group company, hold no shares.
This structure allows for the continued operation of PPS so that it can
continue its good work in communities across the country whilst the SPV, under
the guidance of these third parties, will continue to progress the sale of the
Lottery Administration Business to Sterling.
The nature of the structure is such that once the Transaction with Sterling
completes, the eventual proceeds of the sale will be received by the Company
after settling the liabilities of PPS. The Board expects the proceeds received
from the Transaction, will be equal to, or materially the same as, that
outlined in the announcement of 21 October 2021.
As a result of the Transaction, PPS will no longer be consolidated in the
Group accounts and an estimated net benefit of around £140k is expected to be
reflected in the current year's Group accounts. The sale of PPS completes
the disposal of the non-core activities of the Group and leaves Tintra as a
focused FinTech & RegTech business.
FinTech & RegTech Business
With the change in strategy for its UK business that was announced on 29 March
2022, the Group's UK FinTech activities will in future be undertaken by the
subsidiary established for the Small Bank Licence and Electronic Money
Institution ("EMI") authorisation applications set out in that announcement.
The activities of the Company's legacy subsidiary in the sector, St Daniel
House Limited, will be moved into either this new subsidiary, the Group's
Mauritian unit, or wound down as part of this process as is appropriate.
The Company continues to make faster than projected progress with its
technology stack and in its discussions with regulators around the world.
As part of this the Company, further to its announcement (19 April 2022) of a
Mauritius payment licence, has recently incorporated a new subsidiary in
Singapore as the latest development in its growth strategy. This subsidiary,
named Tintra Consult (Singapore) PTE, is in the process of hiring a small team
that will begin the process of understanding the regulatory landscape prior to
the Company making its fourth bank licence application there during 2023.
Funding
The development of the Company's FinTech & RegTech business as described
above is moving along across all verticals and the various teams continue to
scale at pace. Following the change in strategy from acquisition of a UK EMI
to the new application, as announced previously and explained above, the
Company may require less capital in H122 than projected, as this change in
strategy has an immediate cash saving of circa £3,000,000-£4,000,000.
The Middle Eastern investor (announced 10 January 2022) has reconfirmed in the
past week their interest in continuing with an investment into the Company.
However, the Board is currently evaluating whether to pursue further
subscriptions under its current Funding Round on terms, as originally set out
in its announcement of 10 January 2022, or to amend this strategy. A decision
on this is expected to be made toward the end of June and a further update on
this will be made when that decision is made.
The Company's website, www.tintra.com (http://www.tintra.com) , is being
relaunched over this weekend to reflect these significant developments in the
Company's evolution and should have completely finished propagation by Monday
23 May 2022.
Richard Shearer, the Company's Chief Executive said "The disposal of PPS marks
a giant step in our evolution into the world's pre-eminent provider of banking
infrastructure to the emerging world.
We are now solely focused on our core business with all legacy business
divested. This watershed moment now allows us access to capital that we were
unable to access due to cultural sensitivity and means we can focus on our
passion: building technology that others can't, to do things in territories
that others won't.
I'd like to thank the team at Sterling for their immense assistance and
patience in the sale of PPS and I very much look forward to hearing that the
Transaction has completed and that the good people at Sterling can continue to
manage the lotteries for those hundreds of charities around the country
following its acquisition of PPS business.
As I've discussed previously, the current 90-Day Project, which completes on
June 15(th), is moving the business along at a rate of knots that is quite
something to behold. Two of the teams believe they are already closing in on
patentable processes and technology, whilst others that are building the deep
banking core are starting to illustrate practically the things we have been
saying theoretically for some time now.
We plan to publish parts of the results of the 90-Day Project in a document
that will act as our North Star, and I look forward to sharing it. This next
step will be another watershed moment as it will for the first time allow the
market to see in detail the vision and the plan we are executing on.
I say this as I'm very aware that until this point, we have been moving
exceptionally fast and at times making a lot of announcements that might not
in a silo appear to naturally tie together.
The publishing of this document will tie all of those strings together for our
shareholders and the broader marketplace and articulate our full and complete
vision as we continue to strive to make real fiscal inclusion in emerging
markets a reality as we build banking infrastructure that is truly beyond
borders, culture and geography."
For further information, contact:
Tintra PLC 020 3795 0421
(Communications Head)
Hannah Haffield
h.haffield@tintra.com
Website www.tintra.com
Allenby Capital Limited 020 3328 5656
(Nomad, Financial Adviser & Broker)
John Depasquale / Nick Harriss / Vivek Bhardwaj
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