The information contained within this
announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulation (EU)
No. 596/2014 as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018 ("MAR")
31/05/2024
Valereum Plc
("Valereum" or the "Company")
Agreed Subscription to Raise £2
million
Directors' Dealing
Valereum plc (AQSE: VLRM) is pleased to
announce it has reached a new agreement to raise £2 million from
its Chairman, James Formolli, through the issuance of 55,411,752
new ordinary shares of £0.001 each in the capital of the Company
(the "Subscription Shares")
at £0.036 per Subscription Share (the "Subscription Price") with no warrants
attached (the "Subscription"). In place of issuing
warrants, VLRM will attach 15,000,000 GATE Tokens, VLRM's utility
token. The Subscription Price represents a discount of
approximately 13% to the mid-market price of £0.04125 per share as
at the time of entering into the agreement.
This announcement supersedes the previous
announcement made on the 20th February 2024 whereby it was
announced that the Company had received a firm commitment towards
initial funding of £2,500,000 (of which £300,000 has already been
received as per the announcement made on 28 March 2024) at £0.06
per Ordinary Share from Valereum's Chairman, James Formolli,
consisting of 41,666,666 ordinary shares being issued at £0.06 (of
which 5,000,000 have been issued) and 41,666,666 warrants issued at
£0.001 (of which 5,000,000 have been issued) with a lock-in period
of 12 months; hence, significantly reducing shareholder dilution.
The Subscription is expected to complete in the week commencing 1
July 2024 and it is unconditional.
A further announcement, including information
on the new total voting rights, will be made in due course when the
Subscription is completed.
The proceeds of the raise will be used to fund
Valereum's growth across its VLRM Markets, Technology and Capital
verticals. In addition, the proceeds will be used to expand the
utility of GATE Token across the VLRM ecosystem.
More specifically, the funding enables the
strategic delivery of our shared roadmap, including developing the
DFMI Bridge technology infrastructure; supporting the development
of VLRM marketplace operations, including licensing applications
and technology deployment; It will also allow the funding of VRLM
Capital's fund structures and support the integration and expansion
of GATE tokens utility and liquidity. This will be communicated to
the markets over the coming weeks.
Valereum remains committed to executing these
strategic initiatives to drive growth and value for its
shareholders.
On completion of the Subscription, James
Formolli's shareholding is expected to increase to
40.12%.
Rule 4.6
Statement - Related Party
Transaction
In relation to James Formolli's investment
commitment and terms, the directors (other than James Formolli)
confirm that, having exercised reasonable care, skill and
diligence, the related party transaction is fair and reasonable as
far as the shareholders of the issuer are concerned.
James
Formolli, Executive Chairman of Valereum,
commented:
"I remain
fully committed to supporting my team and am delighted to provide
investment at a higher valuation than previously indicated. I
strongly believe in Valereum's vision and technology, and as a part
of my investment, I look forward to developing and enhancing our
current Gate Token utility across VLRM's ecosystem. There are
enormous opportunities to align the interests of VLRM shareholders,
customers and GATE Token holders through a number of future
initiatives.
Nick Cowan,
CEO of Valereum, commented:
"This revised
capital raise shows great commitment and belief from our Chairman
and supports VLRM's growth path across all of its activities.
As a team, we firmly believe in the significant opportunity created
through tokenisation over the next decade, and as a technology
solutions provider and an operator of tokenised marketplaces, we
aim to create value for all stakeholders."
For further information, please
contact:
Enquiries:
Valereum Plc
James Formolli, Chairman
Tel: +971 4584 6284
Stanford Capital
Partners
Tel: 023 3650 3650
Bob Pountney
Patrick Claridge
AQSE Corporate Adviser
First Sentinel Corporate Finance
Brian Stockbridge
Tel: +44 20 3855 5551
Further updates to follow in due
course.
The directors of the Company accept
responsibility for the contents of this announcement.
For more information, please visit the
Company's website at www.vlrm.com
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES OR CONNECTED PERSONS
|
1.
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
James Formolli
|
|
2.
|
Reason for the
Notification
|
|
a)
|
Position/status
|
Chairman
|
|
b)
|
Initial notification / Amendment
|
Initial notification
|
|
3.
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Valereum Plc
|
|
b)
|
LEI
|
213800EJ8BFEQQ9POX79
|
|
4.
|
Details of the transaction(s): section to be
repeated for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where
transactions have been conducted
|
|
a)
|
Description of the Financial instrument, type
of instrument
|
Ordinary shares of 0.1p each
|
|
|
Identification Code
|
GI000A1171Y8
|
|
b)
|
Nature of the transaction
|
Agreement to subscribe for shares, with
completion to take place in the w/c 1 July 2024.
|
|
c)
|
Price(s) and volume(s)
|
|
Price
|
Volume
|
|
£0.036 per Ordinary Share
|
55,411,752 Ordinary Shares
|
|
|
d)
|
Aggregated information:
· Aggregated volume
· Price
|
Single transaction, see details in item (c)
above
|
|
e)
|
Date of the transaction
|
31 May 2024
|
|
f)
|
Place of the Transaction
|
Outside a trading venue
|