
The information contained within this Announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014 which forms part of English law by virtue of the European Union (Withdrawal) Act 2018, as amended. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.
1 September 2025
Fiinu Plc
("Fiinu", the "Company" or the "Group")
Settlement of GEM Facility, Cancellation of Warrants and Total Voting Rights
Fiinu Plc (AIM: BANK) is pleased to announce that it has agreed with GEM Global Yield LLC SCS and GEM Yield Bahamas Limited (together, "GEM") to terminate the Share Subscription Facility Agreement ("SSFA" or "GEM Facility") and Warrant Instrument ("the Agreements"), originally entered into on 14 March 2023 ("Deed of Termination").
Under the Deed of Termination, Fiinu has agreed to issue 7,666,667 new ordinary shares of 10 pence each ("Settlement Shares") to GEM, at an issue price of 15 pence per Settlement Share, in full and final settlement of all obligations between the parties under the Agreements. This equates to a termination payment of £1.15 million.
As part of the Deed of Termination:
All outstanding warrants previously granted to GEM have been cancelled, removing the warrant overhang from Fiinu's capital structure.
GEM has also agreed to a 30-day lock-in on the Settlement Shares, followed by orderly market provisions to ensure measured trading thereafter.
Application will be made to the London Stock Exchange for the Settlement Shares to be admitted to trading on AIM. The Company has the authority to issue and allot the Subscription Shares pursuant to certain existing shareholder authorities granting such powers to the directors at the Company's Annual General Meeting held on 26 June 2025. Admission is expected to occur on or about 5 September 2025. The Settlement Shares will rank pari passu in all respects with the existing ordinary shares in the Company.
Total Voting Rights
Following the issue of the Subscription Shares, the total issued share capital of the Company will consist of 385,541,653 ordinary shares of 10 pence each. The Company does not hold any ordinary shares in Treasury, therefore the total voting rights in the Company following Admission will be 385,541,653. 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 in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
David Hopton, Chair of Fiinu Plc, commented:
"This facility was an important backstop to us at a difficult juncture for Fiinu and the agreement reached to terminate it early marks another positive sign of our recovery from the aftermath of the return of our banking licence. Together with the recent addition of Everfex to the Group and good progress on the licensing of our Plugin Overdraft®, it marks the completion of another of the many strategic objectives the board has set itself for the remainder of 2025 and 2026. Along with my colleagues on the Board, I am increasingly confident about the future."
The Directors of the Company are responsible for the release of this announcement
~Ends~
Fiinu Plc Dr. Marko Sjoblom - CEO | Tel: +44 (0) 1932 629 532 |
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SPARK Advisory Partners Limited (Nomad) Mark Brady/Jade Bayat | Tel: +44 (0) 203 368 3550 |
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SP Angel Corporate Finance LLP (Joint Broker) Bruce Fraser/Ezgi Senturk | Tel: +44 (0) 207 470 0470 |
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Oberon Investment Limited (Joint Broker) Nick Lovering/ Adam Pollock/ Mike Seabrook | Tel: +44 (0)203 179 5300 |
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Brazil (Financial PR) Joshua van Raalte /Jamie Lester/Christine Webb | Tel: +44 (0) 207 785 7383 |
For more information, please visit www.fiinuplc.com
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