KRM22 PLC - Facility Amendment

KRM22 plc

("KRM22", the "Group" or the "Company")

Facility Amendment

KRM22 plc, (AIM: KRM) the technology and software investment company that focuses on risk management for capital markets, announces that the terms of the Company's convertible loan facility agreement (the "Facility"), entered into on 17 June 2023 with Trading Technologies International, Inc. ("TT"), the Company's largest shareholder, have been amended to defer payment of all interest due until 30 June 2026, which aligns with the end of the term of the Facility.

The Company previously announced that TT would be willing to enter into discussions with KRM22 around amending the terms of the Facility with interest payments originally due for payment in December 2024 and March 2025 deferred until the end of April 2025 pending conclusion of these discussions.

The Company and TT have now concluded these discussions and the terms of the Facility, including the interest rate, interest repayment dates, and revenue covenants, have been amended in order to conserve cash for KRM22. The Facility amount has also been reduced by £0.5 million, decreasing from £5.0 million to a capped and fully drawn amount of £4.5 million. The interest rate will marginally increase by 0.25 per cent., rising from 5.50 per cent. to 5.75 per cent. over SOFR, and a resulting minimum aggregate rate of 9.50 per cent. (previously at 9.25 per cent.). All interest payments are now deferred to the 30 June 2026 (previously a balloon interest payment to the end of April 2025 and calendar quarterly interest payments thereafter). The revised interest rate is effective from the date of signing the revised agreement, being 28 April 2025, and will not be retrospectively applied. Additionally, the future revenue covenant has been loosened and discounted in favour of the Company, providing the Company with additional flexibility.

All other terms of the Facility remain the same.

The conclusion of these discussions allows the KRM22 Leadership team to focus on further growing the Company's Annual Recurring Revenue, whilst also continuing to manage the underlying cost base of the business to satisfy minimum cash requirements under the terms of the Facility as the Company progresses to becoming a cash profitable business.

Related Party Transaction

TT is considered a "related party" as defined under the AIM Rules as a result of its substantial shareholding of 24.8 per cent. in the Company. The extension of the interest repayment date by TT to the end of June 2026 and the additional amendments of the Facility constitutes a related party transaction for the purposes of Rule 13 of the AIM Rules.

The Independent Directors, being Kim Suter, Dan Carter, Garry Jones, Sandy Broderick and Steve Sparke, consider, having consulted with the Company's nominated adviser for the purposes of the AIM Rules, Cavendish, that the amended terms of the Facility are fair and reasonable insofar as the Company's shareholders are concerned.

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

For further information please contact:

About KRM22 plc

KRM22 is a closed-ended investment company which listed on AIM on 30 April 2018.  The Company has been established with the objective of creating value for its investors through the investment in, and subsequent growth and development of, target companies in the technology and software sector, with a focus on risk management in capital markets.

Through its investments and the Global Risk Platform, KRM22 helps capital market companies reduce the cost and complexity of risk management.  The Global Risk Platform provides applications to help address firms' trading and corporate risk challenges and to manage their entire enterprise risk profile.

Capital markets companies' partner with KRM22 to optimise risk management systems and processes, improving profitability and expanding opportunities to increase portfolio returns by leveraging risk as alpha.

KRM22 plc is listed on AIM and the Group is headquartered in London, with offices in several of the world's major financial centres.

See more about KRM22 at KRM22.com