Application for shares to cross-trade on US OTCQB

17 June 2021

Tern Plc

("Tern" or the "Company")

Intention to submit application for Tern's shares to cross-trade on the OTCQB in the US

Tern Plc (AIM:TERN), the investment company specialising in the Internet of Things ("IoT"), is pleased to announce that it intends to file an application with the OTC Markets Group for the Company's Ordinary Shares to be publicly cross-traded on the OTCQB Market ("OTCQB") based in the United States ("US") shortly. 

The OTCQB, also called 'The Venture Market', was created in 2010 and is recognised as an Established Public Market by the US Securities and Exchange Commission (the "SEC").  The OTCQB is a leading US market for US and international companies in the entrepreneurial and development stage.  As a market with efficient access to US investors, OTCQB helps companies build shareholder value with a goal of enhancing liquidity and achieving a fair valuation.

The Company believes that having its Ordinary Shares cross-traded on the OTCQB will provide the potential for enhanced investor benefits, including easier trading access for investors located in the US and greater liquidity due to a broader geographic pool of potential investors.

Cross-trading on the OTCQB market will have no impact on Tern's existing Ordinary Shares, which will continue to trade on the AIM Market of the London Stock Exchange, and no new Ordinary Shares will be issued as part of the application to cross-trade the Ordinary Shares on the OTCQB.

Obtaining a cross-trading facility on the OTCQB is expected to be a cost-effective process for Tern, with there being no need to file a prospectus or similar document.  Furthermore, the Company can continue to rely on the announcements and disclosures it makes to the London Stock Exchange and will have no Sarbanes-Oxley or SEC reporting requirements in connection with the proposed cross-trading on the OTCQB.

To qualify for the OTCQB, Tern will need to demonstrate that it meets high financial standards, follows best practice corporate governance and that it complies with applicable securities laws.  The Board has received advice that Tern should be able to provide confirmation that it complies with such requirements.

Further announcements will be made as appropriate.

Commenting Al Sisto, CEO of Tern, said:

"We have been seeing increasing interest in Tern and our portfolio companies from investors in the US and we have been exploring ways to make it easier for those investors to trade in Tern's shares.  Having our shares cross-traded on the OTCQB would considerably simplify the process for US investors, enabling them to trade in our shares in US dollars during US market hours.

"Additionally with many of the companies and investors focused on the IoT sector being based in the US we are optimistic that the enhanced profile a OTCQB cross-trading facility would provide to Tern would generate further interest from investors and assist with diversifying our shareholder register."

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