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IamFire Plc - Further £500k CLNs into WeShop

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY IAMFIRE PLC TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

IamFire plc

AQSE: FIRE

(“FIRE” or the “Company”)

Subscription for a further £500k of WeShop Holdings Limited Convertible Loan Notes

IamFire plc is pleased to announce that, following its acquisition of the right to subscribe for a Convertible Loan Note Instrument (“CLN Instrument”) constituting up to £3,750,000 convertible loan notes in WeShop Holdings Limited (“WeShop”), it has yesterday agreed to subscribe for a further £500k of Convertible Loan Notes (CLNs) in WeShop. This follows the Company’s subscription of £2m in the same instrument announced on 29 November 2022.

The conversion price for these CLNs is £2 per consolidated WeShop Ordinary Share. WeShop currently has a total of 28,668,415 consolidated Ordinary Shares in issue.

Should the Company elect to convert the entire £2.5m of CLNs into WeShop shares, FIRE would receive 1,250,000 WeShop consolidated Ordinary Shares comprising almost 4.4% of the existing Ordinary Share capital of WeShop.

As a result of this subscription and the previous subscription announced on 29 November, IamFire retains the right to invest up to a further £1,250,000 on the same terms under the CLN Instrument.

As announced on 22 December 2021 and 16 February 2022, FIRE has previously invested £4m in WeShop via an earlier convertible loan note (announced on 17 November 2021). Should the Company elect to convert this £4m CLN into equity in WeShop it would be entitled to receive a further 1,333,333 WeShop consolidated Ordinary Shares.

The Company also holds convertible loan notes issued by Community Social Investment Limited ("CSIL" - formerly known as WeShop Limited). CSIL is now, in effect, a shell company holding 8,333,333 shares in WeShop. Should these CSIL convertible loan notes convert, IamFire would own or control approximately 25% of the issued share capital of CSIL entitling IamFire to receive around 2.08m WeShop Holdings Limited shares in the event of any in specie distribution of CSIL assets.

On 21 November 2022, the Company released an encouraging update on the WeShop soft launch of the platform in the United Kingdom.

The Directors of the Company, who have issued this RIS announcement, accept responsibility for its content.

REGULATORY ANNOUNCEMENT ENDS

Enquiries:

Company:
info@iamfireplc.com

Peterhouse Capital Limited

Corporate Advisor:
Guy Miller: + 44 (0) 20 7469 0930 (Direct)

Corporate Broker

Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)

About WeShop:

WeShop is a social commerce platform that allows users to shop and help each other by reviewing, asking about or recommending products. It is affiliated to the vast majority of the UK’s top 1,000 online retailers. Instead of rewarding the users with cashback, discount codes or vouchers, WeShop allows users to earn shares in the business.

WeShop intends to be 90% owned by its community of users, so the more users shop, recommend and refer friends the more shares they will own in WeShop and the more they will share in its financial success. Users of WeShop buy products from retailers through the platform, as they would normally, but in doing so they will earn shares in WeShop and benefit from aggregation as a community and the revenue streams generated from affiliate programs, data, promotion and advertising that the community through WeShop will generate.

WeShop intends to be the first truly shoppable social network owned by its community of users. By creating a disruptive online model it hopes to create a retail revolution which shares the financial success of online businesses with the users of those online businesses whose data, transactions and engagement has created them in the first place.