Update: proposed acquisition of Everfex and RPT
Fiinu enters acquisition agreement for Everfex, a reverse takeover, with subscription of 8.01m shares at 10p.
- New ordinary shares subscribed 8,010,000
- Subscription price per share 10p
- Subscription proceeds received £801,000
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The Directors of Fiinu plc (AIM: BANK) are pleased to announce that, further to the temporary suspension of trading announcement earlier today, the Company has now entered into the Acquisition Agreement for the proposed acquisition of Everfex P.S.A ("Everfex") ("Proposed Acquisition"), which constitutes a reverse takeover under AIM Rule 14.
In addition it has entered into the Introduction Agreement, Granicus Holdings Relationship Agreement, Lock in Agreements and certain new service agreements which include details of long-term incentive arrangements for the CEO and a proposed director. Fiinu has also entered into the Subscription Agreements in respect of the conditional subscription for 8,010,000 new ordinary shares at a price of 10p per share and received in aggregate £801,000 of subscription proceeds thereunder. Details of all these agreements, which are all conditional on Admission, will be included in the Admission Document, together with a Notice of a General Meeting which is to be convened to approve the Proposed Acquisition.
Related Party Transaction
The new service agreement and contract for services described in paragraph 8.1 of Part IX of the Admission Document and the long-term incentive arrangements with Dr Sjoblom, as referred to in paragraph 20 of Part I of the Admission Document, which are conditional on Admission, are related party transactions for the purposes of the AIM Rules. The Company's independent directors, being for this purpose all the Existing Directors other than Dr Sjoblom, having consulted with the Company's nominated adviser SPARK Advisory Partners Limited, consider that the terms of his new service agreement and that the long-term incentive arrangements are fair and reasonable insofar as the Company's shareholders are concerned.
The Admission Document, Notice of General Meeting and Form of Proxy are expected to be published and posted to shareholders later today.
Further announcements will be made as appropriate.
| Fiinu Plc Dr. Marko Sjoblom - CEO | Tel: +44 (0) 1932 629 532 |
| SPARK Advisory Partners Limited (Nomad) Mark Brady/Jade Bayat | Tel: +44 (0) 203 368 3550 |
| SP Angel Corporate Finance LLP (Joint Broker) Bruce Fraser/Ezgi Senturk | Tel: +44 (0) 207 470 0470 |
| Oberon Investments Limited (Joint Broker) Nick Lovering/ Adam Pollock/ Mike Seabrook | Tel: +44 (0)203 179 5300 |
| Brazil (Financial PR) Joshua van Raalte/Jamie Lester/Christine Webb | Tel: +44 (0) 207 785 7383 |
| Expected date of the completion of acquisition of Everfex, issue of consideration shares and subscription shares ("the New Ordinary Shares"), re-admission of the enlarged issued share capital and commencement of dealings on AIM | 8.00 a.m. on 27 August 2025 |
| Expected date for New Ordinary Shares to be credited to CREST accounts | 8.00 a.m. on 27 August 2025 |
| Despatch of definitive certificates for New Ordinary Shares | within 14 days of Admission |
All of the above timings refer to UK time. All future times and/or dates referred to above are subject to change at the discretion of the Company and SPARK.
Any changes to the above dates and times will be communicated by the Company via RIS announcements.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.