FIINU PLC

M&A Activity • Aug 7, 2025

National Storage Mechanism | Additional information

RNS Number : 4983U

Fiinu PLC

07 August 2025

This A nnouncement is for information purposes only and does not constitute or contain any invitation, solicitation, recommendation, offer or advice to any person to subscribe for, otherwise acquire or dispose of any securities in Fiinu plc or any other entity in any jurisdiction. Neither this announcement nor the fact of its distribution shall form the basis of, or be relied on in connection with, any investment decision in Fiinu plc .

The information contained within this A nnouncement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014 which forms part of English law by virtue of the European Union (Withdrawal) Act 2018, as amended. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

7 August 2025

Fiinu Plc

("Fiinu" or "the Group" or "the Company")

Update on the proposed acquisition of Everfex P.S.A. and Related Party Transaction

The Directors of Fiinu plc (AIM: BANK) are pleased to announce that, further to the temporary suspension of trading announcement earlier today, the Company has now entered into the Acquisition Agreement for the proposed acquisition of Everfex P.S.A ("Everfex") ("Proposed Acquisition"), which constitutes a reverse takeover under AIM Rule 14. 

In addition it has entered into the Introduction Agreement, Granicus Holdings Relationship Agreement, Lock in Agreements and certain new service agreements which include details of long-term incentive arrangements for the CEO and a proposed director.  Fiinu has also entered into the Subscription Agreements in respect of the conditional subscription for 8,010,000 new ordinary shares at a price of 10p per share and received in aggregate £801,000 of subscription proceeds thereunder. Details of all these agreements, which are all conditional on Admission, will be included in the Admission Document, together with a Notice of a General Meeting which is to be convened to approve the Proposed Acquisition.

Related Party Transaction

The new service agreement and contract for services described in paragraph 8.1 of Part IX of the Admission Document and the long-term incentive arrangements with Dr Sjoblom, as referred to in paragraph 20 of Part I of the Admission Document, which are conditional on Admission, are related party transactions for the purposes of the AIM Rules. The Company's independent directors, being for this purpose all the Existing Directors other than Dr Sjoblom, having consulted with the Company's nominated adviser SPARK Advisory Partners Limited, consider that the terms of his new service agreement and that the long-term incentive arrangements are fair and reasonable insofar as the Company's shareholders are concerned.

The Admission Document, Notice of General Meeting and Form of Proxy are expected to be published and posted to shareholders later today.

Further announcements will be made as appropriate.

Fiinu Plc Dr. Marko Sjoblom - CEO	Tel: +44 (0) 1932 629 532
SPARK Advisory Partners Limited (Nomad) Mark Brady/Jade Bayat	Tel: +44 (0) 203 368 3550
SP Angel Corporate Finance LLP (Joint Broker) Bruce Fraser/Ezgi Senturk	Tel: +44 (0) 207 470 0470
Oberon Investments Limited (Joint Broker) Nick Lovering/ Adam Pollock/ Mike Seabrook	Tel: +44 (0)203 179 5300
Brazil (Financial PR) Joshua van Raalte/Jamie Lester/Christine Webb	Tel: +44 (0) 207 785 7383

About Fiinu

Fiinu, founded in 2017, is a fintech group, that developed the Plugin Overdraft® which is an unbundled overdraft solution that allows customers to have an overdraft without changing their existing bank. The underlying Bank Independent Overdraft® technology platform is bank agnostic, that therefore enables it to serve all other banks' customers. Open Banking allows Fiinu's Plugin Overdraft® to attach ("plugin") to the customer's existing bank accounts, no matter which bank they may use. Fiinu's vision is built around Open Banking, and it believes that it increases competition and innovation in UK banking.

For more information, please visit www.fiinuplc.com

Expected Timetable of Principal Events

Publication of the Admission Document	7 August 2025
Latest time and date for receipt of CREST voting intentions	11.00 a.m. 21 August 2025
Latest time and date for receipt of Forms of Proxy	11.00 a.m. 21 August 2025
Time and date of the General Meeting	11.00 a.m. 26 August 2025
Expected date of the completion of acquisition of Everfex, issue of consideration shares and subscription shares ("the New Ordinary Shares"), re-admission of the enlarged issued share capital and commencement of dealings on AIM	8.00 a.m. on 27 August 2025
Expected date for New Ordinary Shares to be credited to CREST accounts	8.00 a.m. on 27 August 2025
Despatch of definitive certificates for New Ordinary Shares	within 14 days of Admission

All of the above timings refer to UK time. All future times and/or dates referred to above are subject to change at the discretion of the Company and SPARK.

Any changes to the above dates and times will be communicated by the Company via RIS announcements.

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