Acquisition completion, Board changes, PDMR shares

9 January 2025

Tiger Royalties and Investments Plc

("Tiger" or "the Company")

Completion of acquisition of Bixby Technology, Board changes, & Directors dealings

Tiger Royalties and Investments PLC further to its announcements of 6 January 2025 and 20 December 2024 is pleased to announce:

·     the admission today of the 3,866,479,165 new ordinary shares announced on 6 January 2025 ("Admission"), and consequently the completion of the acquisition of Bixby Technology Inc ("Bixby Technology"); and

·     Jonathan Bixby and Brian Stockbridge have today joined its Board of Tiger which will allow the Company to execute its new broadened Investing Policy approved at the Company's general meeting on 6 January 2025.

All terms defined in the 20 December 2024 announcement (the "20 December 2024 Announcement") have the same meaning in this announcement unless indicated to the contrary.

Bixby Technology will be focused on identifying technology enterprises to invest in and incubate by providing incubation services and mentorship to technology entrepreneurs. Bixby Technology will be targeting new fast growth technology products and projects in return for project participation in line with the previous carry interest mechanics of Tiger under its existing Investing Policy. The carried interest provided to Bixby Technology may therefore involve equity, securities, memecoins and other form of beneficial interests or digital assets.

Jonathan Bixby has joined the Board as an Executive Director Head of Technology Projects, Brian Stockbridge has been appointed as an additional independent non-executive director to support both the new technology investment strategy and governance with effect from Admission and Michael Nolan, currently a non-executive director, has resigned.

Colin Bird, Executive Chairman commented

"The Tiger Board look forward to working with Jonathan to enhance shareholder value as he and his team develop Bixby Technology as a tech incubator within the scope of Tiger's broadened investing policy.  I would also like to thank Michael Nolan on behalf of myself and the Board for his wise counsel and support of the Company over the several years he has been a director of the Company and to wish him well in his future endeavours."

The following additional information is provided in accordance with paragraph (g) of Schedule Two of the AIM Rules for Companies in relation to Jonathan Bixby and Brian Stockbridge's appointment as directors with effect from Admission.    

Jonathan Bixby was a founder and major investor in Argo Blockchain (ARB), Guild Esports (GILD) and Cellular Goods (CBX) - all listed on the London Stock Exchange. Jonathan is also the Chairman of File Forge Technology PLC, Kondor AI PLC and Cykel AI PLC listed on the AQUIS market. As well as AQUIS listed Phoenix Digital Assets (formerly NFT Investments) Jonathan has extensive experience in technology companies and capital raising and has agreed to join Tiger as a key stakeholder and executive director. Jonathan has agreed that the current pipeline of Technology Incubation Projects which he has been developing and which fit within the new Investing Policy will be developed by Bixby Technology which as a newly formed company otherwise has no assets and liabilities and no trading results.

Brian Stockbridge has over 20 years experience in corporate finance, including direct investments and financing into companies, IPOs, capital raisings and mergers and acquisitions for both public and private companies. He has held board positions on several public and private companies throughout his career, most notably with Rangers Football Club and Allegiance Insurance. Brian has also held director and management positions with Zeus Capital, Allenby Capital, Noble & Company and Grant Thornton. He served as a Regulator for the Panel on Takeovers and Mergers, where he presided over a large number of transactions.

Jonathan Franklin Bixby, aged 47

With effect from Admission and completion of the Toro Subscription, Mr Bixby through his interest in Toro will be interested in i) 325,000,000 ordinary shares in the capital of the Company, representing approximately 7.38 per cent. of the Company's issued ordinary share capital as enlarged at Admission; and ii) 325,000,000 warrants with each warrant giving the right to subscribe for a new ordinary share in the Company at a price of 0.1 pence per share (being the Fundraising Price) for 24 months from Admission 

Brian Stockbridge, aged 51

Mr Stockbridge has no interests in any shares in the Company.

There no further information on Jonathan Bixby or Brian Stockbridge required to be disclosed under paragraph (g) of Schedule 2 of the AIM Rules for Companies.

Director's update shareholdings:

The table below shows the current shareholdings of the new Board of directors and their associates and their shareholdings after Admission today of the Toro Shares, the Fundraising Shares, the Accrued Fee Conversion Shares, the Transaction Shares and the Fortified Fee Shares.

This announcement contains inside information for the purposes of Article 7 of Regulation 2014/596/EU as it forms part of the UK law pursuant to the European Union (Withdrawal) Act 2018.

For further information please contact:

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.

PDMR Notification Forms:

The notifications below are made in accordance with the requirements of MAR.