1st Sep 2025 07:00
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU, WHICH IS PART OF UNITED KINGDOM DOMESTIC LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
1 September 2025
Supply@ME Capital plc
(The "Company" or "SYME")
Facility Amendment and Funding Update
SYME, the fintech business which provides an innovative fintech platform (the "Platform") for use by manufacturing and trading companies to access Inventory Monetisation© ("IM") solutions enabling their businesses to generate cashflow, announces the following update in respect of the US$5,150,000 on-demand convertible funding facility signed on 18 March 2025, and amended on 10 June 2025, with Nuburu Inc., a NYSE listed (NYSE American: BURU) high-tech company of which Alessandro Zamboni, a director of the Company, is Executive Chairman ("BURU") (the "Amended On-Demand Facility").
As set out in the announcement dated 31 July 2025, SYME was due to receive the following tranches under the Amended On-Demand Facility which had not been received as at that date:
· US$1,200,000 that was due on or before 15 July 2025; and
· US$500,000 that was due on or before 30 July 2025.
At the date of this announcement these amounts remain outstanding.
In addition, the amount of US$1,000,000 that was due on or before 31 August 2025 under the Amended On-Demand Facility is still outstanding. The amounts received by the Company from BURU under the Amended On-Demand Facility as at the date of this announcement total US$952,000.
The final payment under the Amended On-Demand Facility of US$1,498,000 is currently due on or before 20 September 2025.
The board of directors of BURU has indicated that it expects to be able to make a payment totalling US$2,000,000 in the week commencing 8 September 2025 and transfer the remaining outstanding amount of US$2,198,000 to SYME on or before 31 October 2025.
Accordingly, the Company and BURU entered into a second amendment to the Amended On-Demand Facility on 29 August 2025 (the "Amendment") which amends the following key terms of the Amended On-Demand Facility:
1) The remaining total amount of US $4,198,000 will now be received by the Company in line with the following tranches:
· US$2,000,000 on or before 12 September 2025; and
· US$2,198,000 on or before 31 October 2025.
2) In order for the Company to be able to issue the new ordinary shares under the Amended On-Demand Facility, approvals will be required from the shareholders of the Company, the Financial Conduct Authority (the "FCA") and The Panel on Takeovers and Mergers (together the "Approvals"). The Amendment has amended the date by which the Approvals must be obtained by the Company from 31 March 2026 to 30 June 2026. If the Approvals are not obtained by 30 June 2026, BURU can demand repayment in cash, and the Company is required to provide security over the intellectual property rights and receivables related to its Italian subsidiary entities in favour of BURU.
All other key terms to the Amended On-Demand Facility that were set out in the Company's announcements dated 19 March 2025 and 10 June 2025 remain unchanged.
It should be noted that the heads of terms agreement that the Company entered into with BURU on 18 March 2025 (the "Heads of Terms") have not been amended. The key actions under the Heads of Terms can be found in the announcement made by the Company on 19 March 2025.
Alessandro Zamboni, the Chief Executive Officer of the Company, is a related party in connection with the Amendment due to the fact that he is also the Executive Chairman of BURU. As such, the entry by the Company into the Amendment constitutes a material related party transaction for the purpose of DTR 7.3 and was, accordingly, voted upon by the independent Directors (excluding Alessandro Zamboni, who, constituted a "related party" (as such term is defined in IFRS). The independent Directors consider the material related party transaction in respect of the Amendment to be fair and reasonable from the perspective of the Company and its shareholders who are not a related party or otherwise interested in BURU.
The Company is continuing to work with its auditors to finalise the Annual Report and Accounts for the year ended 31 December 2024 (the "2024 Annual Report"), and intends, once the 2024 Annual Report has been published to make an application to the FCA for the temporary suspension of the Company's shares from the Official List and from trading on the London Stock Exchange to be lifted. Following the publication of the 2024 Annual Report, the Company also expects to announce the date on which it plans to hold its next Annual General Meeting.
Alessandro Zamboni, the Chief Executive Officer of the Company, is a related party in connection with the Amended On-Demand Facility due to the fact that he is also the Executive Chairman of BURU.
For the purposes of UK MAR, the person responsible for arranging release of this announcement on behalf of SYME is Alessandro Zamboni, CEO.
Notes
SYME and its operating subsidiaries provide its Platform for use by manufacturing and trading companies to access inventory trade solutions enabling their businesses to generate cashflow, via a non-credit approach and without incurring debt. This is achieved by their existing eligible inventory being added to the Platform and then monetised via purchase by third party Inventory Funders. The inventory to be monetised can include warehoused goods waiting to be sold to end-customers or goods that are part of a typical import/export transaction.
Contacts
Albert Ganyushin, Chairman, Supply@ME Capital plc, [email protected]
Related Shares:
Supply@me Cap