15 May 2020

Starcom PLC

(“Starcom” or the “Company“)

Conversion of deferred salary into equity

Starcom (AIM: STAR), which specialises in the development of wireless, Internet-Of-Things (IoT) based solutions for the remote tracking, monitoring and protection of a variety of assets, announces that, as part of the measures the Board of Starcom is taking to strengthen the financial position of the Company during the Covid-19 pandemic, Avi Hartmann, CEO, has agreed to convert $75,000 (or £61,503) of historic unpaid salary into new ordinary shares in the Company (the “Salary Conversion”).

Pursuant to the Salary Conversion, Mr Hartmann will be issued 6,150,288 new ordinary shares in the Company (“Ordinary Shares”) at a price of 1 pence per Ordinary Share, being the Company’s closing mid-market share price on 14 May 2020, the day prior to issue. As at the 31 March 2020, Avi Hartmann had approximately US$167,000 of outstanding deferred salary. This related to salary deferred periodically since 2015. Following the Salary Conversion, Mr Hartmann will have a total of US$92,000 of outstanding deferred salary and a further US$73,000 of outstanding loans to the Company.

The Salary Conversion constitutes a related party transaction pursuant to the AIM Rules for Companies.  The Directors of Starcom (excluding Mr Hartmann), having consulted with the Company’s nominated adviser, consider the terms of the Salary Conversion to be fair and reasonable insofar as the Company’s shareholders are concerned.

As a result of the Salary Conversion, Mr Hartmann’s beneficial interest in the Company’s share capital is 30,348,224 Ordinary Shares, representing approximately 8.63 per cent. of the voting rights of the Company as enlarged by the Salary Conversion.

Application for Admission

Application has been made for the new Ordinary Shares, which will rank pari passu with the Company’s existing Ordinary Shares, to be admitted to trading on AIM (“Admission”).  It is anticipated that Admission will become effective at 8.00 a.m. on 21 May 2020. 

Total voting rights 

On Admission, the Company’s enlarged issued share capital will comprise 351,479,801 Ordinary Shares.  The Company does not hold any shares in treasury.  Therefore, the total number of Ordinary Shares with voting rights in the Company will be 351,479,801.  This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the voting rights of the Company under the FCA’s Disclosure Guidance and Transparency Rules. 

Enquiries: 

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.