Last checked at 4 Apr 2024 07:00
The information communicated 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 information is considered to be in the public domain.
Insig AI plc
("Insig AI" or the "Company")
Funding facility, share allotment and director dealing
Insig AI plc (AIM: INSG), the data science and machine learning group, announces that the Company has formally agreed to a £250,000 equity funding facility (the "Funding Facility") with Richard Bernstein, Executive Chairman of Insig AI. The Funding Facility will allow Mr Bernstein to subscribe for up to 1,250,000 new ordinary shares at 20 pence per share until 31 August 2024. This follows the proposed facility as set out in the Company's 'Trading update and equity funding facility proposal' announced on 2 April 2024.
Share Allotment
Pursuant to the Funding Facility, Richard Bernstein has subscribed for 250,000 new ordinary shares of 1 pence each in the Company ("Ordinary Shares") at a price of 20 pence per share raising gross proceeds of £50,000 (the "Subscription Shares"). The subscription price of 20 pence per share represents a 17.6% premium to the closing share price of 17 pence on 3 April 2024. Following the issuance of the Subscription Shares, Mr Bernstein's shareholding is 20,605,380 Ordinary Shares, which represents 18.8% of the Company's total voting rights. After the issuance of the Subscription Shares, £200,000 remains available for draw down under the Funding Facility.
Related Party Transaction
The Funding Facility, entered into by Richard Bernstein, a director of the Company constitutes a related party transaction under the AIM Rules.
The directors of the Company (excluding Richard Bernstein), having consulted with Zeus Capital Limited, the Company's nominated adviser, consider that the terms of the Funding Facility, are fair and reasonable insofar as the Company's shareholders are concerned.
Admission and Total Voting Rights
Application will be made to the London Stock Exchange for admission of the Subscription Shares to trading on AIM ("Admission"). It is expected that Admission will become effective and dealings in the Subscription Shares will commence on or around 9 April 2024.
The Subscription Shares will be issued fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares.
Following Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 109,851,025. As the Company currently holds 505,888 Ordinary Shares in treasury, the total number of voting rights in the Company following Admission will be is 109,345,137. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company's share capital pursuant to (i) the Company's Articles, (ii) the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and/or (iii) the AIM Rules for Companies issued by the London Stock Exchange plc as amended from time to time.
For further information, please visit www.insg.ai or contact:
Insig AI plc Richard Bernstein Colm McVeigh, CEO | richard.bernstein@insg.ai colin.mcveigh@insg.ai
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Zeus (Nominated Adviser & Broker) David Foreman / James Hornigold | +44 (0) 203 829 5000
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NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name: | Richard Bernstein | ||||
2. | Reason for the notification | |||||
a) | Position/status: | Director | ||||
b) | Initial notification/Amendment: | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name: | Insig AI Plc | ||||
b) | LEI: | 21380098CKBAG1NWCD98 | ||||
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary shares of 1 pence GB00BYV31355 | ||||
b) | Nature of the transaction: | Issue of ordinary shares | ||||
c) | Price(s) and volume(s): |
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d) | Aggregated information: Aggregated volume: Price: | Single transaction as in 4 c) above
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e) | Date of the transaction: | 3 April 2024
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f) | Place of the transaction: | Off-market | ||||