TERN Tern Plc

 
 Tern PLC (TERN) 
Tern PLC: Issue of further convertible loan to Device Authority 
 
26-Sep-2019 / 07:00 GMT/BST 
Dissemination of a Regulatory Announcement, transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
26 September 2019 
 
        Tern Plc (the "Company", or the "Group") 
 
        Issue of further convertible loan to Device Authority 
 
        H1 2019 results shareholder call details 
 
Tern Plc (AIM: TERN), the investment company specialising in the Internet of 
      Things ("IoT"), announces that, together with its co-investors, it has 
      committed a further convertible secured loan to its portfolio company, 
     Device Authority Limited ("DA"), which specialises in IoT security. The 
   total funds secured by DA through this loan are US$418,895, of which Tern 
  has contributed US$315,000. Tern holds 56.8% of DA's issued share capital. 
 
   The Board believes that DA's model is gaining traction and its commercial 
 activity is increasing. Following this investment, Tern's total convertible 
secured loan note position with DA is US$2,730,867. The loan is repayable on 
           31 March 2020. As part of this process, it has been agreed by all 
    noteholders that all previous convertible loan notes provided to DA have 
                their maturity date extended to 31 March 2020. 
 
    The loan note accrues an interest coupon of 5 per cent. per annum and is 
convertible automatically on completion of an equity fundraising by DA of at 
         least US$2.5 million if completed before 31 March 2020 ("Qualifying 
  Fundraising"). The conversion will be into the most senior class of shares 
    issued in the Qualifying Fundraising at the lowest fundraising price per 
                share. 
 
If a Qualifying Fundraising is not completed before 31 March 2020, but DA is 
 able to procure an exit for its shareholders, the providers of the loan can 
 elect to either receive 300% of the principal amount of the loan notes held 
     by them in addition to the accrued interest, or to convert the loan and 
 accrued interest into Class A Preference Shares of DA at a conversion price 
                 of GBP0.036681585 per share. 
 
 Tern, together with its co-investors, will also be issued with 2.6 warrants 
     for each US$1 of loan notes subscribed for by them (rounded down to the 
nearest whole number). Each warrant, which is exercisable at any time before 
         [25] September 2027, provides each warrant holder with the right to 
subscribe for one Class A Preference Share of DA for each warrant held at an 
                 exercise price of GBP0.036681585 per share. 
 
Al Sisto, CEO of Tern, said: "DA boasts an industry recognised product, blue 
    chip clients and a board which has an intrinsic understanding of the IoT 
  security arena. We are pleased to provide this additional capital and look 
    forward to continuing to working closely with DA's management team as it 
                focuses on building on the recent momentum established." 
 
                H1 2019 results shareholder call 
 
 A shareholder conference call with accompanying presentation slides will be 
                held at 10:30 AM GMT on Monday 14 October 2019. 
 
The call will be hosted by the Company's CEO, Al Sisto, who will discuss the 
   period under review and answer pre-submitted shareholder questions to the 
   extent that he is able to do so. No new material information or update on 
                trading will be provided. 
 
      Full details of how to join the call will be provided shortly but Tern 
 welcomes shareholder questions ahead of this via tern@newgatecomms.com. The 
    Company will be unable to accept questions submitted after 10:30 a.m. UK 
  time on 10 October 2019. Al Sisto will aim to answer as many pre-submitted 
                questions as possible during the call. 
 
 This announcement contains inside information for the purposes of Article 7 
                of EU Regulation 596/2014 
 
Enquiries 
 
Tern Plc                          via Newgate Communications 
 
Al Sisto/Sarah Payne 
 
                  Allenby Capital         Tel: 020 3328 5656 
 
         (Nomad and joint broker) 
 
     David Worlidge/Alex Brearley 
 
                   Whitman Howard         Tel: 020 7659 1234 
 
                   (Joint broker) 
 
Nick Lovering/Christopher Furness 
 
           Newgate Communications         Tel: 020 3757 6880 
 
    Elisabeth Cowell/Megan Kovach 
 
ISIN:          GB00BFPMV798 
Category Code: MSCL 
TIDM:          TERN 
LEI Code:      2138005F87SODHL9CQ36 
Sequence No.:  21341 
EQS News ID:   880219 
 
End of Announcement EQS News Service 
 
 

(END) Dow Jones Newswires

September 26, 2019 02:00 ET (06:00 GMT)

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