Facility Amendment and Funding Update
Convertible funding facility payments delayed; US$4.2m outstanding rescheduled to September and October 2025.
vs expectations: behind
- On-demand convertible facility size US$5,150,000
- Amount received to date US$952,000
- Outstanding amount US$4,198,000
- Rescheduled payment due 12 September 2025 US$2,000,000
- Rescheduled payment due 31 October 2025 US$2,198,000
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SYME, the fintech business which provides an innovative fintech platform (the "Platform") for use by manufacturing and trading companies to access Inventory Monetisation© ("IM") solutions enabling their businesses to generate cashflow, announces the following update in respect of the US$5,150,000 on-demand convertible funding facility signed on 18 March 2025, and amended on 10 June 2025, with Nuburu Inc., a NYSE listed (NYSE American: BURU) high-tech company of which Alessandro Zamboni, a director of the Company, is Executive Chairman ("BURU") (the "Amended On-Demand Facility").
As set out in the announcement dated 31 July 2025, SYME was due to receive the following tranches under the Amended On-Demand Facility which had not been received as at that date:
- US$1,200,000 that was due on or before 15 July 2025; and
- US$500,000 that was due on or before 30 July 2025.
At the date of this announcement these amounts remain outstanding.
In addition, the amount of US$1,000,000 that was due on or before 31 August 2025 under the Amended On-Demand Facility is still outstanding. The amounts received by the Company from BURU under the Amended On-Demand Facility as at the date of this announcement total US$952,000.
The final payment under the Amended On-Demand Facility of US$1,498,000 is currently due on or before 20 September 2025.
The board of directors of BURU has indicated that it expects to be able to make a payment totalling US$2,000,000 in the week commencing 8 September 2025 and transfer the remaining outstanding amount of US$2,198,000 to SYME on or before 31 October 2025.
Accordingly, the Company and BURU entered into a second amendment to the Amended On-Demand Facility on 29 August 2025 (the "Amendment") which amends the following key terms of the Amended On-Demand Facility:
- The remaining total amount of US $4,198,000 will now be received by the Company in line with the following tranches:
- US$2,000,000 on or before 12 September 2025; and
- US$2,198,000 on or before 31 October 2025.
- In order for the Company to be able to issue the new ordinary shares under the Amended On-Demand Facility, approvals will be required from the shareholders of the Company, the Financial Conduct Authority (the "FCA") and The Panel on Takeovers and Mergers (together the "Approvals"). The Amendment has amended the date by which the Approvals must be obtained by the Company from 31 March 2026 to 30 June 2026. If the Approvals are not obtained by 30 June 2026, BURU can demand repayment in cash, and the Company is required to provide security over the intellectual property rights and receivables related to its Italian subsidiary entities in favour of BURU.
All other key terms to the Amended On-Demand Facility that were set out in the Company's announcements dated 19 March 2025 and 10 June 2025 remain unchanged.
It should be noted that the heads of terms agreement that the Company entered into with BURU on 18 March 2025 (the "Heads of Terms") have not been amended. The key actions under the Heads of Terms can be found in the announcement made by the Company on 19 March 2025.
Alessandro Zamboni, the Chief Executive Officer of the Company, is a related party in connection with the Amendment due to the fact that he is also the Executive Chairman of BURU. As such, the entry by the Company into the Amendment constitutes a material related party transaction for the purpose of DTR 7.3 and was, accordingly, voted upon by the independent Directors (excluding Alessandro Zamboni, who, constituted a "related party" (as such term is defined in IFRS). The independent Directors consider the material related party transaction in respect of the Amendment to be fair and reasonable from the perspective of the Company and its shareholders who are not a related party or otherwise interested in BURU.
The Company is continuing to work with its auditors to finalise the Annual Report and Accounts for the year ended 31 December 2024 (the "2024 Annual Report"), and intends, once the 2024 Annual Report has been published to make an application to the FCA for the temporary suspension of the Company's shares from the Official List and from trading on the London Stock Exchange to be lifted. Following the publication of the 2024 Annual Report, the Company also expects to announce the date on which it plans to hold its next Annual General Meeting.
Notes
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.