TIDMSYME
RNS Number : 1412C
Supply @ME Capital PLC
16 June 2021
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED
UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014
WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018, AS AMENDED. ON PUBLICATION OF THIS
ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION
IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.
16 June 2021
Supply@ME Capital plc
(The "Company" or "SYME")
Issue of GBP5.6m Convertible Loan Notes
to support SYME's continued development
Supply@ME Capital plc, the innovative fintech platform which
provides the Inventory Monetisation(c) service to manufacturing and
trading companies, is pleased to announce that it has entered into
a subscription agreement ("Subscription Agreement") with Negma
Group Ltd[1] ("Negma") for the issue of an initial tranche of
GBP5,600,000 of Convertible Loan Notes ("Convertible Loan Notes").
The Subscription Agreement allows for a further nine tranches to be
issued at the same par value exclusively at the option of the
Company.
The Company has issued a drawdown notice to Negma in relation to
the first tranche of Convertible Loan Notes at an aggregate
GBP5,600,000 in par value. Negma is to subscribe at a subscription
price of GBP50,000 per Convertible Loan Note for an aggregate total
of GBP5,000,000.
Negma Group is an alternative investment fund providing small
and mid-cap companies with funding required to support their
growth. With its debt and equity financing solutions, the firm
presents impactful and sustainable opportunities to listed SMEs and
largecaps globally. As of June 2021, Negma's closed-end fund has
invested over one billion Euros.
The net proceeds of the issue of the Convertible Loan Notes will
provide funding for the Company to:
-- support the completion of the acquisition of TradeFlow
Capital Management Pte. Ltd. ("TradeFlow");
-- meet the working capital requirements of the Company and
support new potential strategic projects; in this regard:
o its intention of the Company to start a feasibility study with
reference a potential dual listing of SYME's shares on NASDAQ
and/or other trading venues;
o further growth initiatives, supporting the inventory
monetisation transactions, will be disclosed, separately, by the
Company.
Details of the Convertible Loan Notes
The key elements of Negma's Convertible Loan Notes include:
-- The principal amount of the Convertible Loan Notes is
GBP56,000,000, divided into ten tranches of up to 100 Convertible
Loan Notes of GBP56,000 each. The Company has issued a drawdown
notice to Negma in relation to the first tranche of Convertible
Loan Notes;
-- Following the first tranche, the Company shall have the right
(but not the obligation) to require Negma to subscribe for up to
nine (9) further tranches of Notes of up to 100 Convertible Loan
Notes each, over the next 24 months;
-- The Subscription Price payable by Negma for each Loan Note
shall be GBP50,000 including all fees;
-- No interest is payable on the Convertible Loan Notes;
-- The Convertible Loan Notes are unsecured;
-- The Convertible Loan Notes issued in the first tranche are
redeemable in full or in part by the Company in cash at any time
from the Issue Date at 102.5% of the par value. Up to 50 per cent.
of any Convertible Loan Notes issued in any subsequent tranche can
be redeemed at 100% of par value prior to the date falling 12
months after the relevant date of issue (the "Maturity Date");
-- The Convertible Loan Notes are convertible into the Company's
ordinary shares ("Ordinary Shares") at any time during the period
commencing on the fifth business day following the relevant Issue
Date and ending at 5.00 p.m. London time on the business day
immediately prior to the relevant Maturity Date
-- The price used for the conversion will be equal to 100 per
cent. of the lowest VWAP as reported by Bloomberg for an Ordinary
Share over the six consecutive trading days ending on the day prior
to the date of service of the relevant conversion notice (but
cannot be lower than the nominal value of an Ordinary Share);
-- On a Maturity Date, to the extent any Convertible Loan Notes
have not been converted into Ordinary Shares they must be repaid by
the Company at par;
-- Prior to conversion, the Convertible Loan Notes do not
entitle the holder to any voting rights in the Company;
-- The Convertible Loan Notes will not be listed on any market
or stock exchange but can be transferred by a holder.
Commenting on the announcement, Alessandro Zamboni, SYME CEO,
said: This new funding facility will support SYME's continued
business development not only in terms of providing additional
working capital but by helping to finance the Company's first
strategic acquisition. The investment by Negma will also help to
open up new markets where we are looking at the possibility of a
dual Listing. Also gaining traction from TradeFlow's business, we
expect high growth rates for the Group and we do not rule out
working shortly with additional strategic funding partners."
Rodolfo Galbiati, Fund Director at Negma Group added: "We are
very proud to support Supply@me during this period of very exciting
growth. The management team is executing a business strategy in
line with their ambitions, and the acquisition of TradeFlow will
further this work. By creating substantial shareholder value and
synergies, this acquisition will continue to drive Supply@me to a
rapidly expanding global client base. Negma is delighted to support
European Fintech success stories and entrepreneurs."
Notes
Supply@ME enables businesses to generate cashflow, without
incurring debt, by monetising their existing stock. Before a
business has found an end-customer for its inventory, the Supply@ME
platform enables them to sell ("monetise") their stock and receive
cash immediately to boost their working capital. The Supply@ME
service enables strong companies to improve their working capital
cycle. SYME does not monetise inventory for companies in financial
difficulty or with inventory that they are struggling to sell.
Contacts
Alessandro Zamboni, CEO, Supply@ME Capital plc,
investors@supplymecapital.com
Paul Vann, Walbrook PR Limited, +44 (0)20 7933 8780;
paul.vann@walbrookpr.com
Brian Norris, Cicero/AMO, +44 (0)20 7947 5317
[1] https://www.negmagroup.com/
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