Tern Plc Tern Plc : Statement Re Issue Of Loan To Device Authority

 
TIDMTERN 
 
 
   1 March 2018 
 
   Tern Plc (the "Company", or the "Group") 
 
   Issue of Loan to Device Authority 
 
   Tern Plc (AIM: TERN), the investment company specialising in the 
Internet of Things ("IoT"), announces that it has paid $360,581 to its 
portfolio company, Device Authority ("DA"), representing the second 
tranche of a convertible secured loan announced on 28 December 2017. 
Following this payment, Tern's total convertible loan note position with 
DA is $871,913. 
 
   The total funds secured by DA through this second facility are 
$1,688,684 from DA's existing shareholders, including Tern. 
 
   In providing this support, DA's shareholders, including Tern, are 
pleased by the progress DA is making to expand its pipeline of 
opportunities. This is evidenced by the recent integration of DA's 
KeyScaler IoT security platform into AMD's new processor which helps AMD 
customers apply and advance the use of internet of things (IoT) 
principles to a growing number of applications such as industrial 
systems, smart cities, inventory management, medical displays, and point 
of sale. 
 
   Device Authority's KeyScaler platform adds value to AMD's IoT solutions 
by delivering secure device provisioning, policy-based credential 
management and end-to-end data security for their gateways. 
 
   The first and second tranches of the convertible loan note (together the 
DA Loan") accrue an interest coupon of 5% and are convertible 
automatically on an equity fundraising in DA of at least USD$2.5 million 
to be completed before 30 June 2018 ("Qualifying Fundraising"). The 
conversion will be into the most senior class of shares issued on the 
Qualified Fundraising at the lowest fundraising price per share. 
 
   If the Qualifying Fundraising is not completed before 30 June 2018, but 
DA is able to procure an exit, the providers of the loan can elect to 
either receive 300% of the principal amount of the loan notes held by 
them, or to convert the loan and accrued interest into Class A 
Preference Shares of DA at a conversion price of GBP0.036681585 per 
share. 
 
   Providers of the DA Loan shall also be issued 2.6 warrants ("Warrants") 
for each $1 of Loan Notes subscribed for by them (rounded down to the 
nearest whole number). The Warrants shall have a term of seven years and 
be exercisable from the earlier of (i) immediately prior to an exit; 
(ii) immediately following completion of a Qualifying Fundraising; or 
(iii) immediately following completion of the second tranche and give 
each Warrant holder the right to subscribe for one Class A Preference 
Share of DA for each Warrant held by them at an exercise price of 
GBP0.036681585 per share. 
 
   Al Sisto, CEO of Tern, said: 
 
   "As a significant investor, we have long been persuaded of the quality 
of the Device Authority management team and product suite, evidenced by 
our decision to participate in this convertible loan note. DA is helping 
its customers achieve their strategic objectives in IoT and to increase 
the pace of adoption as companies continue to migrate to cloud first 
technologies and recognise the need to protect identities and data, 
wherever it is accessed." 
 
   This announcement contains inside information for the purposes of 
Article 7 of EU Regulation 596/2014 
 
   Enquiries 
 
 
 
 
Tern Plc                          via Redleaf Communications 
 Al Sisto/Sarah Payne 
 
  WH Ireland                        Tel: [phone] 
  (NOMAD and joint broker) 
  Mike Coe/Ed Allsopp 
 
  Whitman Howard                    Tel: [phone] 
  (Joint broker) 
  Nick Lovering/Francis North 
 
  Redleaf Communications            Tel: [phone] 
  Elisabeth Cowell/ Fiona Norman 
 
 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Tern Plc via Globenewswire 
 
 
 
 

(END) Dow Jones Newswires

March 01, 2018 02:00 ET (07:00 GMT)

Copyright (c) 2018 Dow Jones & Company, Inc.