TIDMTNT
RNS Number : 6661V
Tintra PLC
06 April 2023
THIS ANNOUNCEMENT CONTAINS INFORMATION THAT QUALIFIED OR MAY
HAVE QUALIFIED AS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7
OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF UK
DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018
("UK MAR")
6 April 2023
Tintra plc
("Tintra", the "Group" or the "Company")
Repayment Under Placement Facility
The board of directors (the "Board") of Tintra, the rapidly
innovating Deep Tech & Banking business, today announces that
in accordance with the terms of the share placement deed which the
Company entered into with Fintech Leaders Fund, LLC ("FLF"), that
was announced on 16 December 2022 (the "Deed"), the Company has,
following receipt of a settlement notice given by FLF, made a cash
payment of GBP172,273.20 to FLF (rather than issuing ordinary
shares in the Company to FLF) in repayment of US$200,000 of the
amount outstanding under the Deed that was the subject to the
settlement notice and payment of a 5% premium thereon.
For further information, contact:
Tintra PLC
(Communications Head)
Hannah Haffield
h.haffield@tintra.com
Website www.tintra.com 020 3795 0421
Allenby Capital Limited
(Nomad, Financial Adviser & Broker)
John Depasquale / Nick Harriss / Vivek
Bhardwaj 020 3328 5656
This announcement is released by Tintra plc and contains
information that qualified or may have qualified as inside
information for the purposes of Article 7 of UK MAR, encompassing
information relating to the matter mentioned above. For the
purposes of UK MAR, this announcement is made by Hannah Hatfield,
Communications Head of Tintra plc.
Extract from Announcement of 16 December 2022
The board of directors (the "Board") of Tintra, the rapidly
innovating Deep Tech & Banking business, is pleased to announce
the completion of a placement to Fintech Leaders Fund, LLC (the
"subscriber"), a U.S.-based institutional investor, pursuant to a
share placement deed (the "Deed").
The placement will initially raise US$3,0 00,000 as a
subscription for ordinary shares with the par value of 1 pence each
in the capital of the Company ("Shares") worth US$3,150,000.
Following the initial subscription, Tintra will have a period of
four months in which it may exercise an option to raise an
additional US$2,000,000 (subject to the terms of the Deed) from the
subscriber as a subscription for Shares worth 105% of the amount
raised, such additional raise to be completed within six months of
the initial subscription. Additional funding of up to US$5,000,000
is available at Tintra's request, with the consent of the
subscriber, in subscriptions for Shares worth 105% of the amount
raised. Further information regarding the placement is set out
below.
The proceeds from the placement will be used by Tintra to fund
the continuing development of the Company's artificial intelligence
platform and regulatory licensing build, as well as for general
working capital purposes.
Each subscription under the Deed will be made by the subscriber
by way of prepayment for Shares to be issued at the subscriber's
request within twenty-four months of the date of the subscription
(the "Subscription Shares"), at the Subscription Price, subject to
the Floor Price, as set out below.
The Subscription Price of the Subscription Shares will initially
be equal to GBP5.04 per Share, representing a premium of
approximately 94% to the closing price of Tintra's Shares on 15
December 2022. Subject to the Floor Price described below, the
Subscription Price will reset after the initial month to the
average of the five daily volume-weighted average prices selected
by the subscriber during a specified period immediately prior to
the date of the subscriber's notice to issue Subscription Shares,
less an 8% discount, rounded down to the nearest pence.
Further, the 8% discount in the Subscription Price formula will
be reduced by 2% (being a reduction of approximately 25% in the
discount rate), if Tintra achieves any of the ESG (environmental,
social and governance) objectives agreed between the Company and
the subscriber (the "ESG Milestones"). The ESG Milestones will
include Tintra commencing operations in unbanked or underbanked
African nations and obtaining or improving ESG certifications.
Further, the Subscription Price will not be the subject of a cap
and will be the subject of the Floor Price of GBP1.10 per Share. If
the Subscription Price formula results in a price that is less than
the Floor Price, the Company may elect not to issue shares and
instead opt to repay the applicable subscription amount in cash
(with a 9% per annum premium), subject to the subscriber's right to
exclude 30% of the subscription from such repayment.
Tintra will have an additional right (but no obligation) to
repay the subscriptions in cash based on the market value of the
underlying Subscription Shares (with a 5% premium) at any time
within an agreed period. In addition, Tintra will have a further
right (but no obligation) to forego issuing Shares in relation to
the subscriber's request for issuance and instead opt to repay the
subscription by making a payment to subscriber equal to the market
value of the Subscription Shares that would have otherwise been
issued.
The subscriber has agreed to certain, substantial, limitations
on its ability to dispose of the Shares it receives. The subscriber
is also contractually precluded from shorting the Company's
Shares.
Application will be made to the London Stock Exchange for any
ordinary shares issued and allotted in relation to the
subscriptions to be admitted to trading on AIM. Such ordinary
shares will only be issued to the extent that the Company has
corporate authority to do so.
The subscriber will not be obligated to provide the second
subscription, if the market price of the Shares is below GBP1.60
and does not recover to above that level within three months after
the subscriber notifies the Company. The proceeds from the second
subscription will not exceed 6.4% of the Company's market
capitalisation, without the subscriber's consent.
The Company will issue to the subscriber 55,000 Shares in
satisfaction of a fee. The Company has applied for admission of
these Shares to trading on AIM, and this is expected to become
effective on or about 23 December 2022. On admission, these shares
will rank pari passu with all existing ordinary shares in the
Company.
Concurrent with the initial subscription, the Company will issue
280,000 of the Subscription Shares to the subscriber, with the
balance to be issued as set out above. The Company has applied for
admission of these Shares to trading on AIM, and this is expected
to become effective on or about 23 December 2022. On admission,
these shares will rank pari passu with all existing ordinary shares
in the Company. In lieu of applying these Subscription Shares
towards the aggregate number of Subscription Shares to be issued,
the subscriber may make an additional cash payment to the
Company.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCFLFELSIIRIIV
(END) Dow Jones Newswires
April 06, 2023 08:08 ET (12:08 GMT)
Tintra (LSE:TNT)
Graphique Historique de l'Action
De Juin 2024 à Juil 2024
Tintra (LSE:TNT)
Graphique Historique de l'Action
De Juil 2023 à Juil 2024