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Amazing AI plc

Share Issue/Capital Change Jun 23, 2025

10318_rns_2025-06-23_d89650ec-2e8c-42f0-ae1d-f519b8d44d24.html

Share Issue/Capital Change

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National Storage Mechanism | Additional information

RNS Number : 9025N

Amazing AI PLC

23 June 2025

23 June 2025

Amazing AI plc

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

Subscription, Director's Dealing, Related Party Transaction and Issue of Equity

Amazing AI plc (AQSE: AAI) - 23 June 2025: AAI, a global fintech group specialising in online consumer loans, announced that it has raised £122,849.44 via a subscription through the issue of 24,569,888 new ordinary shares of £0.005 each in the Company ("Subscription Shares") at a price of £0.005 per share ("Subscription") from existing shareholders. The funds raised will be used to fund the Company's business plan and for general working capital purposes. While the Subscription, along with the Amended Loan Facility announced on 16 June 2025, strengthens capital availability, the Company will continue to monitor its working capital position and is evaluating further financing options to support its growth strategy.

Shareholder Participation, Director's Dealing and Related Party Transaction

A Director of the Company and certain existing shareholders who hold more than 3 per cent of the existing issued share capital of the Company have participated in the Subscription as follows:

Name Existing interest in ordinary shares Existing interest in ordinary shares (%) Number of Subscription Shares Resultant interest in ordinary shares in the Company Resultant percentage of issued ordinary shares in the Company
P Mathieson 26,577,913 29.99% 7,369,888 33,947,801 29.99%
M Rogers 4,556,305 5.14% 2,600,000 7,156,305 6.32%
J and W Willoughby 5,100,000 5.76% 1,500,000 6,600,000 5.83%
D Gregg 2,866,326 3.23% 3,200,000 6,066,326 5.36%
S Prasad 5,975,394 6.74% 0 5,975,394 5.28%
Gant Investments Pty Ltd 3,355,416 3.79% 1,500,000 4,855,416 4.29%
B and E Tanton 3,477,210 3.92% 0 3,477,210 3.07%

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

Admission and Total Voting Rights

The Subscription Shares will rank pari passu in all respects with the existing ordinary shares of the Company. Application has been made for the 24,569,888 Subscription Shares to be admitted to trading on AQSE Growth Market ("Admission") and it is expected that Admission will take place on, or around, 27 June 2025.

Following Admission of the Subscription Shares, the Company's enlarged issued share capital will comprise 113,178,559 ordinary shares. The Company does not hold any shares in treasury. The figure of 113,178,559 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.

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:

Amazing AI plc
Paul Mathieson - Chief Executive Officer [email protected]
Cairn Financial Advisers LLP (AAI Corporate Adviser)
Ludovico Lazzaretti +44 (0) 20 7213 0880
Jo Turner
Oberon Capital (AAI Corporate Broker)
Adam Pollock

Nick Lovering

Jessica Cave
+44 (0) 203 179 5300
Professional/institutional investors can contact Oberon Capital on [email protected]

About Amazing AI plc

Amazing AI plc (AAI) is an AI driven, consumer finance fintech innovator that leverages its regulated licensed lending and collections operations, experience and network to distribute best-of-breed AI finance related services globally, specifically focused on lending, collections and debt financing services. AAI operates under the consumer brand Mr. Amazing Loans in the United States with state consumer lending licenses/certificates of authority and an established track-record of lending, collections and regulatory compliance for over 14 years. AAI intends to investigate further utilisation of AI in its own US consumer lending operational processes and seek additional strategic collaborations, joint ventures and acquisitions in the AI sector globally, including in AI deception detection services to increase underwriting and collections performance. AAI also plans to investigate the potential to conduct its own enhanced product/service development, territory customisation and new service initiatives.

For more information please visit:   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 Paul Mathieson
2 Reason for notification
a. Position/Status Chief Executive Officer
b. Initial notification/

Amendment
Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a. Name Amazing AI 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



Identification Code
Ordinary Shares



ISIN: GB00BPQC9525
b. Nature of the transaction Subscription for Ordinary Shares
Price(s) per share (p) Volume(s)
0.5 7,369,888
d. Aggregated information

-       Volume

-       Price
7,369,888

0.5 pence per share
e. Date of the transaction 22 June 2025
f. Place of the transaction AQSE, London

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