Revision of Convertible Loan Facility Agreements
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. It forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
22 December 2022
Insig AI plc
("Insig AI" or the "Company")
Revision of Convertible Loan Facility Agreements
Insig AI plc (AIM: INSG), the data science and machine learning group, is pleased to announce the Company has agreed revised terms for the convertible loan note agreements with Richard Bernstein as announced on 3 May 2022 and David Kyte as announced on 16 June 2022 for £1m and £0.5m respectively. The Company and loan note holders have agreed to the following term revisions:
Richard Bernstein:
· interest owed on the first convertible loan facility to be rolled up into the loan expiring on 31 December 2023;
· interest of 8 per cent. per annum, (previously 5 per cent. per annum), which reflects the 2.25 per cent increase in UK base rates since May 2022 and the deterioration in debt capital markets and funding environment; and
· a conversion price of 20p, which represents a 25 per cent. premium to the closing share price on 21 December 2022 of 16p ("Current Share Price"), and the issuance of 1,666,667 warrants expiring on 31 December 2025 exercisable at a price of 30p, which represents an 87.5 per cent. premium to the Current Share Price.
David Kyte:
· interest owed on the first convertible loan facility to be rolled up into the loan expiring on 31 December 2023;
· interest of 8 per cent. per annum, (previously 5 per cent. per annum), which reflects the 2.25 per cent increase in UK base rates since May 2022 and the deterioration in debt capital markets and funding environment; and
· a conversion price of 18p, which represents a 12.5 per cent. premium to the Current Share Price, and the issuance of 1,388,889 warrants expiring on 31 December 2025 exercisable at a price of 25p, which represents a 56.25 per cent premium to the Current Share Price.
Richard Bernstein is a director of the Company. Accordingly, the revised terms of the convertible loan issued to him, is deemed to be a related party transaction pursuant to AIM Rule 13. The directors of the Company (excluding Richard Bernstein), having consulted with Zeus Capital Limited, the Company's nominated adviser, consider that the revised terms of his convertible loan are fair and reasonable insofar as the Company's shareholders are concerned.
For further information, please visit www.insg.ai or contact:
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Insig AI plc Colm McVeigh (CEO) |
colm.mcveigh@insg.ai
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Zeus Capital Limited (Nominated Adviser & Broker) David Foreman / James Hornigold / Danny Philips
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+44 (0) 20 3829 5000 |
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