Fundraising to raise £8.5 million at 35 pence per New Ordinary Share

and

Notice of General Meeting

SRT, the AIM-quoted developer and supplier of maritime surveillance systems and navigation safety products notes that further its announcement on 28 October 2024, it is pleased to announce a conditional fundraising of £8.5 million (before expenses) comprising a fully underwritten Subscription, Placing and Retail Offer (together the “Fundraising”). The net proceeds of the Fundraising are expected to fund working capital to further strengthen the Company’s balance sheet and facilitate the growth of both the surveillance systems and navigation transceivers businesses.

Certain defined terms used herein are set out in Appendix III to this Announcement.

The Company has placed 3,237,594 new ordinary shares of 0.1 pence each (“Ordinary Shares”) in the capital of the Company (the “Placing Shares”) at a price of 35 pence per Placing Share (the “Issue Price”) to raise approximately £1.13 million (before expenses) (the “Placing”) from certain existing shareholders.

Additionally, the Company has raised at least £5.36 million by way of a subscription agreement entered into between the Company and Ocean Infinity, an existing shareholder (the “Subscription Agreement”). Ocean Infinity has committed to participating in the Fundraising and will subscribe under the terms of the Subscription Agreement for a minimum of 15,333,834 New Ordinary Shares at the Issue Price (the “Subscription” and the “Subscription Shares”).

In addition to the Subscription and the Placing, existing Shareholders will be given the opportunity to subscribe for, in aggregate, up to 5,714,285 New Ordinary Shares via the Bookbuild Platform at the Issue Price by way of a retail offer to raise up to approximately £2.0 million (before expenses) (the “Retail Offer”). A separate announcement will be made regarding the Retail Offer and its terms.

The Fundraising is being underwritten in full by Ocean Infinity.

The Fundraising is conditional on, amongst other things, the Fundraising Resolutions being duly passed at the General Meeting and Admission. The Subscription and the Placing are not conditional upon the Retail Offer or on any minimum take-up under the Retail Offer. For the avoidance of doubt the Retail Offer forms no part of the Subscription or the Placing.

The Company currently has approximately £13.3 million drawn down under its loan note programme. In connection with the Fundraising, the Company has agreed with David Brierwood and Sandra Brierwood (the “Noteholders”) that the Company will redeem £1,030,000 in respect of principal and accrued interest owing under the Noteholders’ loan notes in consideration of the issue by the Company of a total of 2,942,857 New Ordinary Shares at the Issue Price (the “Redemption Shares”). The redemption of those loan notes and the issue of the Redemption Shares will result in a reduction of the Company’s indebtedness by an equivalent amount.

The Company intends to publish and send a shareholder circular and notice of General Meeting (the “Circular”) to Shareholders in connection with the Resolutions and the Fundraising on or around 14 November 2024.

Highlights:

• Fundraising with existing investors to raise £8.5 million (before expenses) through the issue of 24,285,713 New Ordinary Shares at the Issue Price including a Retail Offer to be made available to existing shareholders for up to 5,714,285 New Ordinary Shares to be subscribed for at the Issue Price to raise up to £2.0 million.
• Of the expected proceeds of the Fundraising, a minimum of £5.36 million is being invested by way of a direct Subscription to the Company by existing shareholder, Ocean Infinity, a highly reputable marine technology company founded in 2017 with more than 500 global employees located across the US, Canada, UK, Portugal, Sweden, Norway, Australia, New Zealand and Singapore. The Fundraising is also being fully underwritten by Ocean Infinity, such that the total number of New Ordinary Shares as part of the Placing, Subscription and Retail Offer will be no less than 24,285,713, raising in aggregate £8.5 million. Therefore it is possible that, if the Retail Offer is not fully taken up, the number of Subscription Shares will increase to a maximum of 21,048,119 New Ordinary Shares, raising up to £7.36 million.
• In connection with the Fundraising, the Company has agreed with the Noteholders that the Company will redeem £1,030,000 in respect of principal and accrued interest owing under the Noteholders’ loan notes in consideration of the issue by the Company of a total of 2,942,857 Redemption Shares. The redemption of those loan notes and the issue of the Redemption Shares will result in a reduction of the Company’s indebtedness by an equivalent amount.
• Further information about Ocean Infinity and the System Contract Support Package is set out in paragraph 4 of the section below.
• The net proceeds of the Fundraising will be used to strengthen the Company’s balance sheet and facilitate the growth of both the systems and transceivers businesses.
• The New Ordinary Shares will represent approximately 10.90 per cent. of the Enlarged Share Capital.
• The Issue Price represents a discount of approximately 9.0 per cent. to the closing mid-market price of 38.5 pence per existing Ordinary Share on 12 November 2024, being the Latest Practicable Date.
• The Company requires further Shareholder authorities in order to issue and allot, amongst others, the Subscription Shares, the Placing Shares and the Retail Shares. The Subscription, the Placing and the Retail Offer are therefore conditional, inter alia, upon the Fundraising Resolutions being duly passed by Shareholders at the General Meeting to be held at 11:00 a.m. at the offices of CMS Cameron McKenna Nabarro Olswang LLP, Cannon Place, 78 Cannon Street, London, EC4N 6AF on 2 December 2024. A detailed timetable of events is set out in Appendix I to this Announcement.

Simon Tucker, CEO of SRT, commented:

“This transaction strengthens our balance sheet and provides working capital for us to maximise the growing opportunities for our transceiver and systems businesses.”

Oliver Plunkett, CEO of Ocean Infinity, commented:

“We’re excited at the possibilities for SRT, and Ocean Infinity, founded on our investment in the company. The burgeoning partnership we have formed allows us both to better serve our clients in the maritime data and services market. We firmly believe in the company and its management to deliver as well as in the commercial opportunities for us to work together for the benefit of both businesses.”

In the interview below, CEO Simon Tucker outlines SRT’s business and growth plans, as well as an overview of their market