For
immediate
release
6 January
2025
Tiger Royalties and
Investments Plc
("Tiger" or "the
Company")
Results of General
Meeting
Broadened Investing
Policy
Acquisition of new subsidiary
for technology incubation
Board
Changes
Fundraise of
£3,000,000
Issue of
Shares
Total Voting
Rights
Tiger Royalties and Investments PLC
is pleased to announce that all resolutions at its general meeting
held earlier today ("2025 General
Meeting") were passed.
On 20 December 2024 the Company
announced subject to approval at the 2025 General Meeting an
expansion of Investing Policy, acquisition of new subsidiary for
technology incubation to be led by Jonathan Bixby and a fundraise
of £3,000,000 (the "20 December
2024 Announcement"). All terms defined in the 20 December
2024 Announcement have the same meaning in this announcement unless
indicated to the contrary.
Further to the 20 December 2024
Announcement and the passing of all resolutions at the 2025 General
Meeting the Company confirms that its acquisition of the entire
issued share capital of Bixby Technology Inc ("Bixby Technology") from Toro Consulting
Limited (a company beneficially owned by Jonathan Bixby)
("Toro") for £325,000 (the
"Acquisition") will
complete on admission of the Toro Shares (as defined below).
Toro has subscribed £325,000 for 325,000,000 new Ordinary Shares in
the Company at the Fundraising Price (defined below) ("Toro Shares") and will receive one
warrant per share with a 24-month term and exercisable at the
Fundraising Price ("Toro
Subscription").
With effect from Admission: i)
Jonathan Bixby will join the Board as an Executive Director Head of
Technology Projects; ii) Brian Stockbridge will be appointed as an
additional independent non-executive director to support both the
new technology investment strategy and governance with effect from
Admission; and iii) Michael Nolan, currently a non-executive
director, will resign.
The Company has, conditional only on
admission of the Fundraising Shares and completion of the
Acquisition, raised
£3,000,000 before expenses (the "Fundraising") at 0.1 pence per Ordinary
Share (the "Fundraising
Price") for the issue of 3,000,000,000 new Ordinary Shares
(the "Fundraising
Shares").
The Fundraising
comprises a placing of 2,475,000,000 new Ordinary Shares (the
"Placing Shares") for
£2,475,000 at the Fundraising Price (the "Placing"), via Fortified Securities
("Fortified") with Shard
Capital Partners LLP ("Shard") acting as placing agent and
share subscriptions for 525,000,000 new Ordinary Shares at the
Fundraising Price to raise £525,000 (the "Subscription
Shares").
Colin Bird, Executive
Chairman commented
"We thank shareholders for their
support at the general meeting and look forward to welcoming
Jonathan Bixby and Bixby Technology to the Tiger team. I would also
like to thank Michael Nolan on behalf of myself and the Board for
his wise counsel and support of the Company over the several years
he has been a director of the Company and to wish him well in his
future endeavours.
Application to admission to trading
on AIM ("Admission")
The Fundraising and the Acquisition
are conditional on Admission. In
addition to the Fundraising Shares and Toro
Shares above, the Company will also be
issuing, and as described in the Circular to Shareholders and 20 December 2024 Announcement,
206,479,165 Accrued Conversion Fee Shares,
180,000,000 Fortified Fees Shares and 155,000,000 Transaction Fee
Shares (together, the "New
Ordinary Shares") to
be admitted to trading on AIM. It is expected that
Admission will become effective and that dealings in the total of
3,866,479,165 New Ordinary Shares, which will rank pari passu with existing Ordinary
Shares, will commence at 8.00 a.m. on 9 January 2025.
Total Voting Rights after Fundraising
Following the issue of the New
Ordinary Shares the Company's total issued share capital will
consist of 4,406,107,719 Ordinary Shares. The Company holds
4,500,000 Ordinary Shares in treasury and accordingly there are no
voting rights in respect of these treasury shares.
On Admission, the figure of
4,401,607,719 Ordinary Shares 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 Company under the Financial
Conduct Authority's Disclosure Guidance and Transparency
Rules.
This announcement contains inside
information for the purposes of Article 7 of Regulation
2014/596/EU as it forms part of the UK law pursuant to
the European Union (Withdrawal) Act 2018.
For further information please
contact:
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.