T42 Iot Track. Regulatory News (TRAC)

15 December 2022

t42 IoT Tracking Solutions plc

("t42" or the "Company")

T42 Financial Update

t42 IoT Tracking Solutions plc (AIM: TRAC) ("t42" or the "Company"), the provider of global shipping container tracking solutions, announces that it has raised c. US$611k (gross) through a combination of debt and equity subscriptions, and arranged settlement of a further c. US$328k of supplier debt through a convertible loan, as detailed further below. The new funding will be used to strengthen the Company's balance sheet as well as to support its future growth.

Debt Facility

The Company has, through its wholly-owned subsidiary T42 Limited, entered into a loan agreement ("Agreement") with CSS Alpha Global Pte Ltd ("CSS") for the provision of a 12-month secured US$500,000 debt facility ("Facility"), to support manufacturing commitments and working capital needs. The Agreement provides, inter alia, for interest at 2 per cent per month, with 9 monthly repayments starting 3 months after drawdown. Security is by way of a second charge on assets, a personal, guarantee from Avi Hartman, CEO, limited to 20 per cent of the loan and a deposit with CSS of 3,000,000 new t42 shares ("Deposit Shares"). In addition, warrants for a total of 2,976,185 shares in t42 have been issued to CSS, exercisable at 7p per share over 5 years. The Facility includes representations and warranties by the Company that are customary for an agreement of this nature. The Agreement is subject to Mr Hartman not resigning as CEO of T42 Limited during the term of the Facility. There is no penalty for prepaying the Agreement at any time.

Convertible Loan

The Company has issued a £265,000 convertible loan note ("CLN") to a supplier, to be applied in lieu of settlement of a supplier debt, assisting with the Company's cashflow management. The CLN bears interest at 3% per annum, payable quarterly, and is repayable by 31 December 2024. The CLN is convertible at 9p per share at the discretion of the holder. In addition, he Company has the right to enforce conversion of £100,000 of the CLN in the event t42's share price exceeds 12p and the balance if the share price exceeds 15p.

Equity Subscription

The Company has raised £90,000 through the subscription by 12.64 Fund, a fund managed by A-LABS Finance & Advisory Ltd, for 1,000,000 new Shares at 9p per share, representing a market premium of over 40% as of the last market close.

Admission

The new Shares will rank pari passu with the Company's existing ordinary shares, and application will be made to the London Stock Exchange plc for the admission of the 4,000,000 new Shares to trading on AIM. It is expected that such admission will be effective and dealings will commence on or around 21 December 2022.

Total Voting Rights

Following admission of the Deposit Shares and the Shares pursuant to the equity subscription there will be 57,026,822 Shares in issue, each with one voting right. The Company does not hold any Shares in treasury. This figure may be used by shareholders in the Company 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Avi Hartmann, CEO of t42, commented: "We are pleased to have secured this funding which will support the ongoing orders flow during this challenging era in the Global environment. Our pipeline remains strong though mainly expected to deliver sales during the first half of 2023 and beyond"

The information communicated in this announcement is deemed by the Company to constitute inside information for the purposes of Article 7 of as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended.

Contacts:

Notes to Editors

t42 IoT Tracking Solutions plc (AIM: TRAC), formerly Starcom Systems plc, provides real-time tracking, analysis, monitoring, and security IoT solutions for the global container and freight market and covers 55 countries, over 100 distributors, and 50 logistics and support partners.

t42's multi-sensor IoT tracking devices use a wide range of detection capabilities with cloud-based analytics and alerts, with real-time data transmission, analysis, and actionable insights. Its devices are used by ports, cargo owners, shipping companies, freight forwarders, insurance companies, customs authorities, homeland security, and police for end-to-end global container tracking and digital transformation of shipments.

For more information on the Company, please visit: www.t42.co.uk/.