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Issue of Convertible Loan Notes

19 April 2023 - London, UK - Crossword Cybersecurity Plc (AIM:CCS, "Crossword", the "Company" or the "Group"), the technology commercialisation company focused on cyber security and risk, is pleased to confirm the completion of £375,000 additional convertible loan notes.

As announced earlier today, on 13 July 2022, the Company announced that Tom Ilube, CEO of Crossword, intended to extend his £250,000 loan notes on the same terms as other loan note holders; these loan notes expired in December 2022. Tom Ilube had been unable to extend his convertible loan notes due to being in possession of inside information relating to a potentially transformational acquisition, which terminated earlier this year because the vendor made other choices for their business and was unable to do so subsequently due to the Company being in a closed period. Following announcement of the Company’s results for 2022 earlier today, Tom Ilube is now in a position to subscribe for loan notes of £250,000. These are on the same terms as other loan notes issued or extended in 2022, except that the conversion price is not subject to a 10 per cent. discount on the share price immediately prior to the date of issue. Accordingly, the conversion price of the £375,000 additional convertible loan notes is 8.25p, being the share price immediately prior to the date of issue. The loans have an expiry date of 19 April 2026.


An additional £125,000 of loan notes have been issued on the same terms, including £100,000 to Dr. Robert Coles, Non-Executive Director of Crossword Cybersecurity Plc. The value of convertible loan notes is now £1,875,000, with expiry dates between June 2025 and April 2026. The proceeds of the new loans will be used to provide additional working capital and to help fund the Group's growth plans including continued sales of products and further product development.

Mr Ilube’s and Dr Coles’s loans constitute related party transactions under Rule 13 of the AIM Rules for Companies. The Independent Directors, being the Directors other than Tom Ilube and Robert Coles consider, having consulted with the Company’s nominated adviser, that the terms of Mr Ilube’s loan and Dr Coles’s loan are fair and reasonable insofar as the Company’s Shareholders are concerned.

Tom Ilube, CEO of Crossword Cybersecurity plc, commented:

“On the back of strong results in 2022 reported this morning, including revenue increase of 68% and 81% growth in ARR, I am pleased to be in a position to reinstate my loan note with Crossword and to have the support of others including Dr. Robert Coles. The proceeds of these loans will fund Crossword as we target £6m revenue in 2023 and establish our path to profitability.”

- Ends -

The information contained within this announcement is deemed to constitute inside information as stipulated under the retained EU law version of the Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK law by virtue of the European Union (Withdrawal) Act 2018. The information is disclosed in accordance with the Company's obligations under Article 17 of the UK MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain

Contacts


Crossword Cybersecurity plc – Tel: +44 (0) 333 090 2587

Email: info@crosswordcybersecurity.com

Tom Ilube, Chief Executive Officer

Mary Dowd, Chief Financial Officer


Grant Thornton (Nominated Adviser) – Tel: +44 (0) 20 7383 5100

Colin Aaronson / Jamie Barklem / Ciara Donnelly


Hybridan LLP (Broker) – Tel: +44 (0)203 764 2341

Claire Louise Noyce


For media enquiries contact:


Financial PR:

David Hothersall, Kinlan Communications

davidh@kinlan.net – Tel: +44 (0) 207 638 3435


General:

Duncan Gurney, GingerPR

duncan@gingerpr.co.uk – Tel: +44 (0)1932 485 300



About Crossword Cybersecurity plc


Crossword offers a range of cyber security solutions to help companies understand and reduce cyber security risk. We do this through a combination of people and technology, in the form of SaaS and software products, consulting, and managed services. Crossword's areas of emphasis are cyber security strategy and risk, supply chain cyber, threat detection and response, and digital identity and the aim is to build up a portfolio of cyber security products and services with recurring revenue models in these four areas. We work closely with UK universities and our products and services are often powered by academic research-driven insights. In the area of cybersecurity strategy and risk our consulting services include cyber maturity assessments, industry certifications, and virtual chief information security officer (vCISO) managed services.

Crossword's end-to-end supply chain cyber standard operating model (SCC SOM) is supported by our best-selling SaaS platform, Rizikon Assurance, along with cost-effective cyber audits, security testing services and complete managed services for supply chain cyber risk management. Threat detection and response services include our Nightingale AI-based network monitoring, our Trillion and Arc breached credentials tracking platforms, and incident response. Crossword's work in digital identity is based on the World Wide Web Consortium W3C verifiable credentials standard and our current solution, Identiproof, enables secure digital verification of individuals to prevent fraud.

Crossword serves medium and large clients including FTSE 100, FTSE 250 and S&P listed companies in various sectors, such as defence, insurance, investment and retail banks, private equity, education, technology and manufacturing and has offices in the UK, Poland and Oman. Crossword is traded on the AIM market of the London Stock Exchange.

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