Half-year Report and Convertible Loan

30 September 2022

Catenae Innovation PLC

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

Half Year Results

Convertible Loan

Catenae Innovation PLC (AIM: CTEA), the AIM quoted provider of digital media and technology, announces its half-yearly report for the six months ended 31 March 2022.

Financial overview

·    Loss of £287,168 in the period under review (2021: £586,798) with revenues of £17,500 (2021: £12,308).

·    Net asset position £110,033 (2021: £1,035,493).

Operational overview

·    In January 2022, the Company completed the ISO 27001 accreditation audit on behalf of the International Standards Organisation (ISO), ensuring that the Company retained its accreditation.

·    In March 2022, the Company secured the renewal of the Charlton Athletic Community Trust 'On Side' licence and support agreement with a contract value of £37,500 to be paid over the next three years. The Company received an additional £1,000 upfront payment for the migration to a new server.

·    The Company continued its participation with the UK Government's Department for Digital, Culture, Media and Sport ("DCMS") in the development of the Digital Identity and Trust Attributes Framework Policy.

·    The Company also promoted itself at Construction Industry events in London and Birmingham, focusing on its digital identity solutions.

Post period end

·    In May 2022, the Company secured a c.£95,000 Digital Technology Solution purchase order with Saxavord UK Space Port.  It is anticipated that c.£66,400 of this purchase order will be recognised as revenue in the second half of the current financial year.

Convertible Loan

The Company also announces that, post period end, it has entered into an agreement for a convertible loan facility for up to £250,000 ("Convertible Loan") with Sanderson Capital Partners Limited ("Sanderson Capital"), which will consist of an initial drawdown of £125,000 followed by a further drawdown expected three months thereafter.

At each drawdown, the Company will issue new ordinary shares to Sanderson Capital equal to 10 percent of the drawdown value at an issue price of the 10-day volume weighted average price prior to the date of drawdown. A further announcement will be made on the date of each drawdown event.

Sanderson Capital will be able to convert part or all of the Convertible Loan facility in minimum increments of £5,000, with the conversion price being fixed at the lower of i) 0.25p; or ii) 90% of the 5-day volume weighted average price from the first day of dealings of the Company's restoration to trading on AIM. The Convertible Loan facility is interest-free.

As part of the Convertible Loan facility agreement, Sanderson Capital will be issued new ordinary shares and a warrant over new ordinary shares in the Company, of which the issue price and exercise price will be the closing mid-price of the Company's ordinary shares on the first day of dealings following the lifting of the suspension and restoration to trading of the Company's ordinary shares on AIM.

The new ordinary shares and warrant over new ordinary shares will be issued after the next general meeting of the Company and a further announcement setting out the details will be made at the time of issue.

Guy Meyer, Chief Executive Officer of Catenae, said:  

"Given the challenging trading conditions as a result of the Covid-19 pandemic and market uncertainty, the Company has been very prudent with our resources and has focused on securing contract wins.

"Our acquisition of Hyperneph has proved disappointing, but the board remains optimistic about the prospects of recouping monies committed as a result of that transaction.

"Catenae's ongoing consultation with DCMS in the development of the Digital Identity and Trust Attributes Framework Policy reflects the Company's standing in the sector. Our investment in software IP development also contributes to the future-proofing of our competitive product set offerings, not just within the Geo-spatial sector.

"We look forward to keeping the market updated on how these opportunities progress."

This announcement contains inside information for the purposes of the UK Market Abuse Regulation. The person who arranged for release of this announcement on behalf of the Company was Guy Meyer, Chief Executive Officer of the Company and the Directors of the Company are responsible for the release of this announcement.

For further information please contact:

Notes to Editors:

About Catenae Innovation PLC

Catenae Innovation is an AIM quoted provider of digital media and technology services. The Company specialises in Distributed Ledger Technology solutions that solve commercial challenges and create opportunities for its clients. The Company has an experienced IT team of project managers and integrators who have deployed systems across corporate, government and educational sectors.

www.catenaeinnovation.com

Consolidated Statement of Comprehensive Income

For the Period Ended 31 March 2022

Consolidated Statement of Financial Position

 For the Period Ended 31 March 2022 

Consolidated Statement of Cash Flows

For the Period Ended 31 March 2022 

Company Statement of Financial Position

For the Period Ended 31 March 2022  

Company Statement of Cash Flows

For the Period Ended 31 March 2022 

Caution regarding forward looking statements

Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.