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Vault Ventures Plc - Completion of Acquisition of System7


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Vault Ventures PLC · VULT

03/07/2025 15:51

Vault Ventures Plc - Completion of Acquisition of System7
RNS Number : 6745P
Vault Ventures Plc
03 July 2025
 

The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

 

03 July 2025

 

 

Vault Ventures PLC

("Vault" or the "Company")

Completion of Acquisition of System7

Vault Ventures Plc (AQSE: VULT), a publicly traded technology development company focused on blockchain, AI, and augmented reality, is pleased to announce, further to the announcement made on 30 June 2025, that it has now completed the acquisition of System7 (the "Acquisition") following the signing of a share purchase agreement ("SPA").

 

System7 is a UK-based AI development agency specialising in emerging technologies including agentic AI systems, LLM integrations, crypto-native infrastructure, and automation tooling.

 

Pursuant to the announcement dated 30 June 2025, the total consideration for the Acquisition is £1,000,000 (the "Consideration"), to be settled through the issuance of new ordinary shares of £0.0001 each in the Company (the "Ordinary Shares") (the "Consideration Shares"). The Consideration will be satisfied in multiple tranches, with the first tranche comprising 10% of the Consideration, to be fulfilled by the immediate issuance of 500,000,000 Consideration Shares (the "Initial Consideration Shares"), to be issued at a price of 0.02p per share ("Issue Price"). The balance of the Consideration is structured as an earn-out and will be satisfied through further issuances of ordinary shares.

 

As previously announced, Nicolas Baxter, CEO of System7, is expected to join the Board. His appointment is subject to the completion of customary due diligence checks by the Company's advisers. A further announcement will be made in due course, including any disclosures required under AQSE rule 4.9, should they be applicable

 

Lock-in provisions will apply to the Consideration Shares being allotted to System7 as part of this Acquisition.

 

System7 website: https://www.system7.ai/

 

Admission

Application will be made for the Initial Consideration Shares to be admitted to trading on the Aquis Stock Exchange Growth Market on or around 10 July 2025 ("Admission") and will rank pari passu with the ordinary shares of the Company in issue.

 

Total Voting Rights

Following Admission, the Company's issued share capital will comprise 17,435,329,366 ordinary shares of £0.0001 each, with each share carrying the right to one vote. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in the Company, or a change to their interest in the Company, under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

 

Brian Stockbridge, Non-Executive Chairman, stated:

 

"This acquisition brings specialist AI capabilities into the group, along with a proven team at the forefront of emerging technology. System7 will operate as our dedicated in-house development and incubation platform, supporting the design and launch of new ventures across AI and crypto. This directly supports our three-year strategy to develop high-conviction businesses with speed and scalability, and we're excited to integrate System7 into our broader operations."

 

For more information, please visit the Company's website at: https://vaultplc.com/

 

The Directors of the Company take responsibility for this announcement.

 

 

Vault Ventures Plc


 

Brian Stockbridge

 

Non-executive Chairman

 

Via Alfred Henry

 

Alfred Henry Corporate Finance Ltd

 

AQSE Corporate Advisor


 

Nick Michaels, Maya Klein Wassink

 

+44 (0) 20 8064 4056

 

Fortified Securities

 

Broker

 

Guy Wheatley

+44 (0) 7493 989014

 

guy.wheatley@fortifiedsecurities.com

 

 

Shard Capital Partners LLP

 

Broker

 

Gareth Burchell

 

Gareth.Burchell@shardcapital.com

 

 

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