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REG - Investment Evolution - Subscription, RPT, Issue of Equity & Board Change

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RNS Number : 7799R  Investment Evolution Credit PLC  02 January 2025

                2 January 2025

 

Investment Evolution Credit plc

 

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

 

Subscription, Director/PDMR Dealings, Related Party Transaction, Issue of
Equity and

Directorate Changes

 

Investment Evolution Credit plc (AQSE: IEC) - 2 January 2025: IEC, a global
fintech group specialising in online consumer loans, is pleased to announce
that it has raised £27,000 through the issue of 2,700,000 new ordinary shares
of £0.005 each in the Company ("Subscription Shares") at an issue price of
£0.01 each per share through a subscription by three (3) Directors and one
(1) PDMR of the Company ("Subscription").

 

Subscription

The Subscription is on the same terms of the subscription and broker option
announced by the Company on 31 October 2024. The funds will be used to fund
the Company's business plan and for general working capital purposes.

 

The participation in the Subscription by Neil Patrick, a director of the
Company, is a related party transaction pursuant to Rule 4.6 of the AQSE
Growth Market Access Rulebook (the "Transaction"). The Directors of IEC
independent of the Transaction, being Glendys Aguilera and Paul Mathieson,
confirm that, having exercised reasonable care, skill and diligence, the
related party transaction is fair and reasonable insofar as the shareholders
of IEC are concerned.

 

Following the Subscription, Neil Patrick, Marc Howells and Richard Leaver and
the PDMR who participated in the Subscription will hold the following number
of shares in the Company:

 

 Name            Role                               Number of shares held prior to the Subscription  Number of Subscription Shares subscribed for  Resultant shareholding following the Subscription  Percentage shareholding in enlarged issued share capital following
                                                                                                                                                                                                      Subscription
 Neil Patrick    Non-Executive Chairman (Director)  Nil                                              300,000                                       300,000                                            0.46%
 Marc Howells    CEO and Executive Director         Nil                                              900,000                                       900,000                                            1.39%
 Robert Mennie   CFO (PDMR)                         Nil                                              500,000                                       500,000                                            0.77%

 Richard Leaver  Non-Executive Director             Nil                                              1,000,000                                     1,000,000                                          1.54%

 

Admission

Application has been made for the 2,700,000 Subscription Shares to be admitted
to trading on AQSE ("Admission") and it is expected that Admission will take
place on, or around, 10 January 2025. The Subscription Shares will rank pari
passu in all respects with the existing ordinary shares of the Company.

 

Total Voting Rights

Following admission of the Subscription Shares, the Company's enlarged issued
share capital will comprise 64,963,671 ordinary shares. The Company does not
hold any shares in treasury. The figure of 64,963,671 ordinary shares 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
Financial Conduct Authority's Disclosure and Transparency Rules.

 

Directorate Changes

The Company is pleased to announce that, further to the announcement on 17
December 2024, Mr. Marc Howells and Dr. Richard Leaver have been appointed to
the Board of the Company as CEO and Independent Non-executive Director,
respectively, as of 1 January 2025. Biographic details and disclosures in
relation to Marc Howells and Richard Leaver pursuant to AQSE Rule 4.9 are set
out further below. In addition to his role as Independent Non-Executive
Director, Dr. Richard Leaver has also been appointed as a member of the Audit
& Risk, Remuneration and Nomination & AQSE Rules Committees. Paul
Mathieson has retired from the Board of the Company effective 31 December
2024.

 

Marc Richard Howells

Mr. Marc Richard Howells currently serves as a non-Board Chief Executive
Officer of IEC from September 2024 and  Director at Myogenes Limited since
2023. Previously he was Chief Executive Officer at Goodbody Health Group from
2021 to 2022 and Advancis Limited (trading as Buddy Loans) from 2021 to 2022.
Prior to this he was the Managing Director at Everyday Loans from 2017 to
2019; George Banco from 2013 to 2019; First Banco from 2012 to 2013 and MBA
International from 2010 to 2012. He was Chief Executive Officer at Home Credit
from 2007 to 2009. Mr. Howells commenced his career at HFC Bank in 1984,
moving to Citi Group in 2002, followed by Barclaycard in 2007.

 

Save as set out below, there is no further information to disclose regarding
Mr. Howells pursuant to Rule 4.9 of the AQSE Growth Market Access Rulebook.

 

Mr. Marc Richard Howells (aged 59) has held the following current and former
directorships / partnerships in the past five years:

 

 Current Directorships / Partnerships  Former Directorships / Partnerships in the past five years
 Myogenes Limited                      Advancis Holdings Limited
                                       Advancis Limited
                                       Blood Matters Ltd
                                       Goodbody Botanicals Ltd
                                       Goodbody Finance Ltd
                                       Goodbody Health Limited
                                       Goodbody Wellness Limited
                                       Phytovista Laboratories Ltd
                                       Sativa Group Limited

In January 2021 Mr. Howells was appointed as a director of Advancis Limited,
having been approached by the company in order to provide advice to the
company in relation to ongoing operational concerns and assist the company
with its forthcoming FCA review. In September 2021, following examination of
the company's financial positioning, Mr. Howells advised the board of the
company to appoint administrators, which were appointed on 7 September 2021,
and subsequently resigned shortly after in October 2021. Mr. Howells was
removed from the company's Companies House in April 2022. The company was
dissolved following liquidation in December 2023 and there was an unsecured
creditor shortfall of approximately £26.5 million.

 

Mr. Howells holds 900,000 shares in the Company following his participation in
the Subscription on 31 December 2024, representing 1.39 per cent of the
Company's enlarged issued share capital. He does not hold any options or
warrants over new ordinary shares, in the Company.

 

Dr. Richard Alexander Leaver

Dr. Leaver is the founder and Director of Greybrook Limited, his consultancy
firm since 1998. With a career spanning several industries, he has held roles
such as Non-executive Director (latterly as Deputy Chairman) at Image Scan
Holdings PLC (2014-2023) and CEO at Blue Star Capital PLC (2008-2012). Earlier
in his career, he worked at BAE Systems (1983-1994) and Sagentia, after
earning a BSc in Applied Physics & Electronics, a PhD in Artificial
Intelligence, and an MBA from Durham University (the latter two degrees whilst
employed by BAE Systems). He is currently a regional director at Boardroom
Advisors, a mentor at Cambridge Judge Business School, and a visiting
professor at Hainan University, having previously served as a guest professor
at the University of Science and Technology Beijing and a Dealmaker for the UK
Government. His diverse leadership experience includes partnerships, board
positions, and advisory roles across technology, finance, and academia.

 

Save as set out below, there is no further information to disclose regarding
Dr. Leaver pursuant to Rule 4.9 of the AQSE Growth Market Access Rulebook.

 

Dr. Richard Alexander Leaver (aged 64) has held the following current and
former directorships / partnerships in the past five years:

 

 Current Directorships / Partnerships  Former Directorships / Partnerships in the past five years
 Greybrook Limited                     Boundary Capital Partners LLP
                                       Image Scan Holdings PLC
                                       Metadventures Limited
                                       Precision Sports Technologies Ltd

                                       Enigma Digital Limited

 

In June 2008, Dr. Leaver was appointed a director of Pedagog Limited, an
early-stage technology company designing a cellular SIM based security camera.
The business was capital intensive and following, constrained market
conditions between 2009 to 2011, was unable to raise sufficient working
capital in order to continue operating. Consequently in June 2011, the company
entered into Creditors Voluntary Liquidation proceedings. Dr. Leaver resigned
as a director of the company in February 2011 and was not involved in the CVL
process before the company was dissolved following liquidation in September
2013. Unsecured creditor claims amounted to approximately £500,000 - there
was no  repayment due to insufficient realisations during the liquidation
process.

 

Dr. Leaver was appointed as a director of Enigma Digital Limited in April
2014. Enigma Digital was a start up tech company focused on the retrieval of
selective business critical data and mobile phone data restoration. Over the
COVID-19 period the market for the services of Enigma Digital was heavily
impacted and did not revert to pre-pandemic levels. The company was unable to
secure sufficient financing and subsequently in October 2021 the directors
arranged for the company to undergo a Creditors Voluntary Liquidation. The CVL
completed on 21 December 2024 and the estimated total due to be returned to
creditors is approximately £60,000-90,000.

 

Dr. Leaver holds 1,000,000 shares in the Company following his participation
in the Subscription on 31 December 2024, representing 1.54 per cent of the
Company's enlarged issued share capital. He does not hold any options or
warrants over new ordinary shares, in the Company.

 

About IEC

IEC is an AI driven, consumer finance fintech innovator with a mission to
rehabilitate borrowers through better technology and fairer products. IEC is
an experienced regulated licensed lender under the consumer brand Mr. Amazing
Loans in the United States with state consumer lending licenses/certificates
of authority in the 6 states of California, Florida, Georgia, Illinois, Nevada
and New Jersey and an established track-record of regulatory compliance for
over 14 years. IEC plans to expand its United States lending model to the
United Kingdom market in 2025 by providing £2,000 to £10,000 online personal
loans with fixed affordable repayments, subject to the successful acquisition
of an existing UK FCA licensed consumer lender.

 

This announcement contains inside information for the purposes of the UK
Market Abuse Regulation and the Directors of the Company accept responsibility
for the contents of this announcement.

 

Enquiries:

 

  Investment Evolution Credit plc
  Marc Howells                                                        iec@investmentevolution.com

  CEO

  Cairn Financial Advisers LLP (IEC AQSE Corporate Adviser)
  Ludovico Lazzaretti                                                +44 (0) 20 7213 0880
  Jo Turner

  Axis Capital Markets Limited (IEC Corporate Broker)
  Lewis Jones                                                          +44 (0) 20 3026 0449

 

For more information please visit: www.investmentevolution.com
(http://www.investmentevolution.com) /investors

 

Caution Regarding Forward Looking Statements

Certain statements made in this announcement are forward-looking statements.
These forward-looking statements are not historical facts but rather are based
on the Company's current expectations, estimates, and projections about its
industry; its beliefs; and assumptions. Words such as 'anticipates,'
'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar
expressions are intended to identify forward-looking statements. These
statements are not a guarantee of future performance and are subject to known
and unknown risks, uncertainties, and other factors, some of which are beyond
the Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in the
forward-looking statements. The Company cautions security holders and
prospective security holders not to place undue reliance on these
forward-looking statements, which reflect the view of the Company only as of
the date of this announcement. The forward-looking statements made in this
announcement relate only to events as of the date on which the statements are
made. The Company will not undertake any obligation to release publicly any
revisions or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of this
announcement except as required by law or by any appropriate regulatory
authority.

 

 

 Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
 596/2014
 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a.  Name                                                         Richard Leaver
 2   Reason for notification
 a.  Position/Status                                              Director

 b.  Initial notification/                                        Initial Notification

     Amendment
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a.  Name                                                         Investment Evolution Credit plc
 b.  LEI                                                          984500ARA55ED7411Y77
 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

Identification Code

                                                                  ISIN: GB00BPQC9525
 b.  Nature of the transaction                                    Purchase of ordinary shares
                                                                                    Price(s) per share (p)  Volume(s)
     1p                                                                             1,000,000

 d.  Aggregated information

     -       Volume                                               -       1,000,000

     -       Price                                                -       1 pence per share
 e.  Date of the transaction                                      31 December 2024
 f.  Place of the transaction                                     AQSE, London

 

 

 Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
 596/2014
 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a.  Name                                                         Neil Patrick
 2   Reason for notification
 a.  Position/Status                                              Director

 b.  Initial notification/                                        Initial Notification

     Amendment
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a.  Name                                                         Investment Evolution Credit plc
 b.  LEI                                                          984500ARA55ED7411Y77
 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

Identification Code

                                                                  ISIN: GB00BPQC9525
 b.  Nature of the transaction                                    Purchase of ordinary shares
                                                                                    Price(s) per share (p)  Volume(s)
     1p                                                                             300,000

 d.  Aggregated information

     -       Volume                                               -       300,000

     -       Price                                                -       1 pence per share
 e.  Date of the transaction                                      31 December 2024
 f.  Place of the transaction                                     AQSE, London

 

 

 Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
 596/2014
 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a.  Name                                                         Robert Mennie
 2   Reason for notification
 a.  Position/Status                                              PDMR

 b.  Initial notification/                                        Initial Notification

     Amendment
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a.  Name                                                         Investment Evolution Credit plc
 b.  LEI                                                          984500ARA55ED7411Y77
 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

Identification Code

                                                                  ISIN: GB00BPQC9525
 b.  Nature of the transaction                                    Purchase of ordinary shares
                                                                                    Price(s) per share (p)  Volume(s)
     1p                                                                             500,000

 d.  Aggregated information

     -       Volume                                               -       500,000

     -       Price                                                -       1 pence per share
 e.  Date of the transaction                                      31 December 2024
 f.  Place of the transaction                                     AQSE, London

 

 

 Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
 596/2014
 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a.  Name                                                         Marc Howells
 2   Reason for notification
 a.  Position/Status                                              Director

 b.  Initial notification/                                        Initial Notification

     Amendment
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a.  Name                                                         Investment Evolution Credit plc
 b.  LEI                                                          984500ARA55ED7411Y77
 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

Identification Code

                                                                  ISIN: GB00BPQC9525
 b.  Nature of the transaction                                    Purchase of ordinary shares
                                                                                    Price(s) per share (p)  Volume(s)
     1p                                                                             900,000

 d.  Aggregated information

     -       Volume                                               -       900,000

     -       Price                                                -       1 pence per share
 e.  Date of the transaction                                      31 December 2024
 f.  Place of the transaction                                     AQSE, London

 

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