Tonner Drones Ends Relationship with Trust and Stops Further Dilution

                                           Press Release

Tonner Drones Ends Relationship with Trust and Stops Further Dilution

Cannes, 9 September 2024 08:00, Tonner Drones (the “Company”) is pleased to announce that it has achieved a historic milestone by entering into an agreement¹ (the “Agreement”) with the settlers of the Fiducie A trust (the “Trust”), which will stop further dilution.

•       D.M. van den Ouden, board director, buys out the €1,49M Trust contract (the “Contract”) to stop further dilution

•       The right to make conversions has been removed from the Contract

•       New interest-rate under the Contract has been brought back to 4% per year (from 12%) and maturity extended to 30 June 2026

•       The Company is no longer subject to any further dilutive instruments for the first time in many years

The Company is pleased that Mr. van den Ouden was willing to invest once again. This is a historic milestone, because the Company (when it was known as DeltaDrone) was always financed with dilutive variable pricing equity-lines. 

The Contract that Mr. van den Ouden bought out was the last remaining variable pricing instrument. Although an agreement was reached with the Trust on 13 May 2024 ², the Company still had to issue shares and make cash payments. Today's Agreement prevents this. The planned issuance of 10M shares to the Trust has been cancelled and the Company is relieved from making €700,000 in cash payments (or the issuance of shares by restarting the variable price instrument) that were planned for

July and October of 2024. The Trust’s debt has been restructured and transferred to Mr. van den Ouden, the maturity has been extended to 30 June 2026, and the interest has been reduced to 4% from 12%. After today's Agreement, there are no more debt instruments giving access to the Company’s share capital.

"I have always been an investor and am a shareholder in many French companies. The increasing use  of variable pricing equity lines in recent years has been a troubling development for shareholders and I am therefore pleased to have been able to relieve the Company from this type of destructive financing. Since the arrival of the new management, the Company has been determined to break with the past and build a good relationship with its shareholders. The free distribution of warrants in August was a first step, and the end of the Company’s relationship with the Trust marks a historic turning point. The organization is being renewed, and the costs are being reduced even further. I am convinced that the Company, with the support of its shareholders, can grow into a profitable business in the future. The Company believes it can become an interesting partner for many companies because of its listed status, assets and products to be developed.”

End of press-release

1.     Closing of the agreement is expected 5 days after the signing of the Agreement.

2.     Press-release may13th: https://tonnerdrones.com/wp-content/uploads/2024/05/Final-13.05.24PR-Fiducie-A-English.pdf

About Tonner Drones: Tonner Drones (formerly Delta Drone) develops UAVs and associated technologies for the defense and homeland security sectors. Tonner Drones holds valuable stakes in some of France's leading civilian and military drone manufacturers. Tonner Drones’ strategy is to leverage its shareholdings in these companies through active asset management, a private equity fund, and by teaming up with other private equity funds to become a significant industry consolidator. Additional revenues can be achieved through royalties from patents held by Tonner Drones to recognized manufacturers. Tonner Drones does not plan on owning a factory; however, it is determined to retain R&D for its products and systems in France.

Tonner Drones’ shares are listed on Euronext Growth Paris (ISIN code: FR001400H2X4).

More information at www.tonnerdrones.com

If you would like to find out more, or if you are interested in a partnership: contact@tonnerdrones.com

Tonner Drones

Diede van den Ouden Communication financière investors@tonnerdrones.com

Warning

Regarding the merits of any transaction or the making of any investment decision. It does not constitute or include any confirmation or commitment by Tonner Drones (or any other person) regarding the present or future value of TonnerDrones' business, its securities, its subsidiaries or any other assets of TonnerDrones.

This press release contains forward-looking statements based on current beliefs and expectations regarding future events. These forwardlooking statements may include projections and estimates and their underlying assumptions, statements regarding plans, objectives, intentions and/or expectations regarding future financial results, events, operations and services. and product development, as well as statements regarding performance or events. These statements are generally identified by the terms "expect", "anticipate", "believe", "intend", "estimate", "plan", "project", "may", "should" or the negative form of these and other similar expressions. These statements are not guarantees of future performance and are subject to inherent risks, uncertainties and assumptions regarding TonnerDrones and its subsidiaries and investments, trends in their businesses, future capital expenditures and acquisitions, developments relating to contingent liabilities, changes in global economic conditions or TonnerDrones' principal markets, competitive market conditions and regulatory factors. The realization of these events is uncertain; their outcome could turn out to be different from that envisaged today, which is likely to significantly affect the expected results. Actual results may differ materially from those anticipated or implied in these forward-looking statements. Any forward-looking statements contained in this press release are made as of the date of this press release. Except as required by applicable law, TonnerDrones undertakes no obligation to revise or update any forward-looking statements, taking into account new information or future events.