Strategic investment under current funding round
10/03/2023 10:30
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RNS Number : 5968S Tintra PLC 10 March 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
10 March 2023
TINTRA PLC
("Tintra", the "Group" or the "Company")
Strategic investment under current funding round,
update on the funding round
and
Total Voting Rights
The board of directors of Tintra (the "Board") is pleased to confirm that,
further to the Company's announcement of 30 November 2022 (the "November 2022
Announcement"), it has entered into a new subscription agreement (under the
current funding round) for US$2,000,000 (the "Subscription").
Background
As announced by the Company on 10 January 2022, the Company had previously
agreed with a strategic Gulf-based investor for them to subscribe for new
ordinary shares in the Company, conditional on the Group exiting its
involvement in the lottery administration business (the "Original
Subscription"). The Original Subscription expired following the passing of
the long-stop date of 1 April 2022. Since then, and as indicated in the
November 2022 Announcement, the Board has presented to certain High Net Worth
Investors and Family Offices, including the strategic Gulf-based investor, and
as a result the Company is pleased to confirm a new investment by the
strategic Gulf-based investor.
Subscription details
The Subscription will be made through a new special purpose vehicle (the
"SPV") which is being established by the Gulf-based investor for the purpose
of making the investment. The Subscription has no conditionality, however
based on earlier funding rounds taking longer to close than anticipated, the
funds due under the Subscription are, under the agreement entered into between
the Company and the investor, contracted to be received within 45 days to
enable the establishment of the SPV.
The Subscription is for 141,483 new ordinary shares of 1 pence each in the
capital of the Company ("Ordinary Shares"), priced at 1178 pence per Ordinary
Share, at an exchange rate of £1.00:$1.20 (the "Subscription Price").
For each two new Ordinary Shares purchased under the Subscription, the
investor will receive one warrant to subscribe for new Ordinary Shares at an
exercise price of 504 pence per Ordinary Share for a period of five years,
conditional on either the market capitalisation of the Company exceeding
US$500 million for a period of three consecutive trading days or a future
funding round being concluded with a post-money valuation of US$500 million or
greater (the "Warrants"). A total of 70,742 Warrants will be issued under
the Subscription, once the funds are received.
Once the US$2.0m from the Subscription announced today is received as per the
above timetable, US$12m (out of the Board's target to raise circa US$25m) will
have been raised under the current funding round.
Further announcements will be made by the Company as and when appropriate in
relation to amongst other matters, the Subscription and the receipt of funds
from the Gulf-based investor.
Richard Shearer, Tintra CEO, said, "We continue to make headway in the funding
round, both with conversations that have been ongoing for some time and with
new conversations starting. We have strategically now broadened the geographic
footprint of our funding discussions in line with both macro-economic
realities and the advancing nature of the Puerto Rico IFE application. As such
we are now for the first time in funding discussions in Latin America over the
past few weeks from where we hope the next amounts to come from.
We continue each week to make advances, and in some cases breakthroughs, in
the regulation, tech and culture verticals.
We have this week had our Head of African Strategy, Constantine Chikosi in the
offices in London all week where we have made massive headway in Tintra's
strategy for the African continent. Having an ex-World Banker leading that for
the past month or so has changed the cadence of the African roll out
unrecognisably and we will be adding in funding discussions on that continent
over the coming few weeks.
The reality is that there remains a lot of capital globally looking to deploy
into Artificial Intelligence. That has not changed, if anything the sector is
becoming more desirable not less and whilst it's not as fast as I'd like post
the downturn we have enough visibility on the discussions to feel comfortable
that we will continue to close out this round.
To the point where, learning lessons learned in the last few months that
things now take longer, we've also recently begun early-stage conversations
with two sovereign funds about what the next round might look like and what
they'd need to see us have delivered and/or have operational before we'd meet
their criteria."
Update on Funding Round & Total Voting Rights
Further to the Company's announcement on 30 January 2023, the Company is
pleased to confirm that 684,594 new Ordinary Shares have been issued in
certificated form to Ares FZE LLC. Accordingly, application has been made to
London Stock Exchange plc for 684,594 new Ordinary Shares to be admitted to
trading on AIM ("Admission"). It is currently anticipated that Admission will
become effective and that dealings in the new Ordinary Shares will commence on
AIM at 8.00 a.m. on or around 16 March 2023.
On Admission, the Company will have 16,138,263 Ordinary Shares in issue, each
with one voting right. There are no shares held in treasury. Therefore, the
Company's total number of Ordinary Shares in issue and voting rights will be
16,138,263 and this figure may be used by shareholders from Admission 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.
On Admission, Ares FZE LLC will hold the equivalent of 4.24% of the Ordinary
Shares in issue.
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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