Subscription of £150k WeShop CLNs and Date Extended
23/05/2023 10:07
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY IAMFIRE PLC TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT
VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
IamFire plc
AQSE: FIRE
(“FIRE” or the “Company”)
Subscription for a further £150k of WeShop Holdings Limited CLNs
Extension in Conversion Date of CLNs in WeShop Holdings Limited
IamFire plc is pleased to announce that, following its acquisition of the
right to subscribe for a Convertible Loan Note Instrument (“CLN
Instrument”) constituting up to £3,750,000 convertible loan notes
(“CLNs”) in WeShop Holdings Limited (“WeShop”), it has agreed to
subscribe for a further £150,000 of CLNs in WeShop. This follows the
Company’s previous subscriptions of £2.7m in the same instrument announced
in November 2022, December 2022 and March 2023.
Under the terms of the CLNs, IamFire retains the right to subscribe for a
further £900,000 of CLNs under the same terms. The conversion date was
originally agreed to be 18 May 2023, at which point the CLNs would either be
converted into equity or remain as a debt instrument. IamFire and WeShop
Holdings have agreed to extend the conversion date to 18 May 2024 and to give
IamFire the right to convert into equity at any point up to that date.
The conversion price for these CLNs is £2 per consolidated WeShop Ordinary
Share. WeShop currently has a total of 28,668,415 consolidated Ordinary Shares
in issue.
Should the Company elect to convert the entire £2.85m of CLNs into WeShop
shares, FIRE would receive 1,425,000 WeShop consolidated Ordinary Shares
comprising almost 5% of the existing Ordinary Share capital of WeShop.
As announced on 22 December 2021 and 16 February 2022, FIRE has previously
invested £4m in WeShop via an earlier convertible loan note (announced on 17
November 2021). Should the Company elect to convert this £4m convertible loan
note into equity in WeShop, it would be entitled to receive a further
1,333,333 WeShop consolidated Ordinary Shares. An extension date to 18 May
2024 has also been applied to this convertible loan note.
The Company also holds convertible loan notes issued by Community Social
Investment Limited ("CSIL" - formerly known as WeShop Limited). CSIL is
now, in effect, a shell company holding 8,333,333 shares in WeShop. Should
these CSIL convertible loan notes convert, IamFire would own or control
approximately 25% of the issued share capital of CSIL, entitling IamFire to
receive around 2.08m WeShop Holdings Limited shares in the event of any in
specie distribution of CSIL assets.
The Directors of the Company accept responsibility for the contents of this
announcement.
END
Enquiries:
Company:
info@iamfireplc.com
Corporate Advisor:
Peterhouse Capital Limited
Guy Miller: + 44 (0) 20 7469 0930 (Direct)
Corporate Broker:
Tennyson Securities Limited
Peter Krens: +44 (0) 20 7186 9033 (Direct)
About WeShop:
WeShop is a social commerce platform that allows users to shop and help each
other by reviewing, asking about or recommending products. It is affiliated to
the vast majority of the UK’s top 1,000 online retailers. Instead of
rewarding the users with cashback, discount codes or vouchers, WeShop allows
users to earn shares in the business.
WeShop intends to be 90% owned by its community of users, so the more users
shop, recommend and refer friends the more shares they will own in WeShop and
the more they will share in its financial success. Users of WeShop buy
products from retailers through the platform, as they would normally, but in
doing so they will earn shares in WeShop and benefit from aggregation as a
community and the revenue streams generated from affiliate programs, data,
promotion and advertising that the community through WeShop will generate.
WeShop intends to be the first truly shoppable social network owned by its
community of users. By creating a disruptive online model it hopes to create
a retail revolution which shares the financial success of online businesses
with the users of those online businesses whose data, transactions and
engagement has created them in the first place.
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