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Issue of Talking Medicines Convertible Loan Notes

Tern Plc has issued approximately £230,000 of new unsecured convertible loan notes to Talking Medicines, cancelling existing short-term loans totalling around £180,000. These new notes carry a 10 per cent. annual interest rate and are convertible at a 20 per cent. discount to an exit or a fundraising of at least £2 million, maturing on 21 November 2029 if neither event occurs. Following this, Tern's total convertible loan note holding in Talking Medicines increases to approximately £0.52 million, while its equity stake remains at approximately 23.8%, with a book value of £2.1 million as of 30 June 2025. Talking Medicines is currently seeking up to £1.0 million in new funding on similar terms. Disclaimer*

articleTern PlcDecember 12, 20254/company/tern-plc/news/issue-of-talking-medicines-convertible-loan-notes
Issue of Talking Medicines Convertible Loan Notes

About this update from Tern Plc

[{"type":"text","content":"\n\n12 December 2025\n \nTern Plc\n \n(\"Tern\" or the \"Company\")\n \nIssue of Talking Medicines Convertible Loan Notes\n \nTern Plc (AIM:TERN), the investment company specialising in supporting high growth, early-stage, disruptive Internet of Things (\"IoT\") technology businesses, announces that it has been issued with approximately £230,000 of new unsecured convertible loan notes (the \"CLNs\") by Talking Medicines Limited (\"Talking Medicines\") in return for Tern having agreed to cancel existing short-term loans aggregating to approximately £180,000 provided by Tern to Talking Medicines during 2024 and 2025.\n \nThe CLNs carry an interest rate of 10 per cent. per annum and the CLN's principal amount and accrued interest are convertible on either an exit or a fundraising of at least £2 million undertaken by Talking Medicines, in both cases at a 20 per cent discount to the exit or fundraising price.  If neither an exit nor a relevant fundraising has taken place, the CLNs will mature on 21 November 2029, in line with the approximately £0.3 million of convertible loan notes that the Company already holds in Talking Medicines.\n \nAs at 30 June 2025, the date of Tern's last published book valuation, Tern's equity and convertible loan note holding in Talking Medicines had a total unaudited book value of £2.1 million. Following the issue of the CLN, Tern's equity holding in Talking Medicines will be unchanged and Tern will continue to hold approximately 23.8% of Talking Medicines' equity, but now with an increased total convertible loan note holding of approximately £0.52 million.\n \nTalking Medicines is in the process of raising up to £1.0 million of new funding from new and existing investors through the issue of CLNs on the same terms.\n \nFurther information on Talking Medicines\n \nTalking Medicines uses Advanced Data Science and Artificial Intelligence to empower healthcare advertising agencies, enabling them to consistently win and retain their Pharma clients whilst achieving improved productivity, with swift project delivery.  Talking Medicines is seeking to revolutionise the over US$23bn healthcare advertising market (Research and Markets, Healthcare Advertising Market Report 2025), through unlocking strategic intelligence within conversational data.  Talking ...

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