REG - Asimilar Group PLC - Admission to the Access Segment of the AQSE GM

AsimilarAnnouncement

04/04/2022 07:00

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RNS Number : 0370H  Asimilar Group PLC  04 April 2022

Rule 6.2 announcement

 

THIS ANNOUNCEMENT TOGETHER WITH ANY DOCUMENTS INCORPORATED BY REFERENCE SHALL
BE DEEMED TO CONSTITUTE AN ADMISSION DOCUMENT FOR THE PURPOSES OF THE AQSE
GROWTH MARKET ACCESS RULEBOOK. IT HAS NOT BEEN APPROVED OR REVIEWED BY THE
AQUIS STOCK EXCHANGE OR THE FINANCIAL CONDUCT AUTHORITY.

 

Date: 4 April 2022

 

Asimilar Group Plc ("Asimilar" or the "Company")

 

Admission to the Access Segment of the AQSE Growth Market

Asimilar, the investing company focused on technology opportunities in the
fields of Big Data, Machine Learning, Telematics and the Internet of Things,
is pleased to announce that trading of its ordinary shares will commence at
8.00am today on the Access Segment of the AQSE Growth Market under its
existing ISIN "GB00BFX2VL54". The Company's shares are also admitted to
trading on AIM (LSE: ASLR).

 

The Board believes in the opportunities offered by the AQSE Growth Market to
improve liquidity in nascent companies and in the investment companies that
invest in them. It also provides greater optionality to the Board going
forward, should the Company decide to cancel the admission of its shares to
trading on AIM, in terms of reducing operating costs and taking advantage of a
market regime which may be more fitting to an investment company - reducing
the risk that investment opportunities are missed and shareholders' interests
thereby affected.  The Company's shares will continue to trade on AIM and the
Board will continue to assess the dual-listing structure.  Any proposal to
cancel the admission to AIM would be subject to shareholder approval.

About Asimilar

Asimilar invests in the technology and software sectors and aims to focus
primarily on opportunities in the Big Data, Machine Learning, Telematics and
Internet of Things areas. Whilst the Directors are principally focused on
making investments in private businesses, they do not rule out investments in
listed businesses if this presents, in their judgment, the best opportunity
for Shareholders.

The Company intends to be an active investor in situations where the Company
can make a clear contribution to the progress and development of the
investment. In respect of other more substantial investment opportunities, the
Directors expect the Company to be more of a passive investor.

Total Voting Rights and exercise of warrants

The Company's current total issued share capital consists of 121,923,943
ordinary shares of 0.01p each.

The Company announced on 31 March 2022 that it had received a subscription
notice exercising warrants to subscribe for 333,333 new ordinary shares in the
Company at a subscription price of 5 pence per share (the "New Shares").
Application has been made for the admission of the 333,333 New Shares to
trading on AIM and AQSE and it is expected that dealings in the New Shares
will commence on or around 5 April 2022.  On admission the New Shares will
rank pari passu in all respects with the Company's existing ordinary shares.

Following admission of the New Shares the total issued share capital of the
Company will consist of 122,257,276 Ordinary Shares, each with voting rights.
This number may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company under the FCA's
Disclosure and Transparency Rules.

Board and management team

John Taylor, Non-Executive Chairman

John's most recent focus has been on assisting small cap listed companies with
their development. Prior to this, he spent 18 months working in private equity
backed portfolio companies, driving operational turnaround initiatives and
implementing costing systems. He spent over 20 years in the Army Air Corps,
leaving in 2015 with the rank of Lieutenant Colonel. Between 2013 and 2015 he
was senior strategic communications officer for the Ministry of Defence. John
is a non-executive director of BrandShield Systems Plc, an AIM quoted cyber
security company.  He is also a director of two investing companies listed
on AQSE, Quetzal Capital Plc and IAMFIRE Plc, and a director of TECC Capital
Plc, a SPAC also listed on AQSE.  Previously he was a non-executive director
of Sabien Technology Group plc, an AIM-quoted provider of energy reduction
technologies and a director of KIN Group Plc which became Bidstack
plc following a reverse takeover transaction.  He was also a director of
Pathfinder Minerals Plc up to March 2021.

 

Sohail Bhatti, Finance Director

Sohail is a Fellow of The Association of Chartered Certified Accountants
(FCCA), and has served as finance and non-executive director of a number of
private and quoted companies for more than 20 years. In 1998, he joined
Transcomm plc, an AIM quoted telecommunications group as finance director for
one of its subsidiary undertakings and served for 6 years until its
acquisition by British Telecom in 2004. Later that year he supported the
private equity acquisition of a former Ericsson data radio technology company,
and founded Woodhouse Price Limited, a licensed accountancy practice.

Mark Horrocks, Non-Executive Director

Mark has over 37 years' experience in financial markets and has been involved
mainly in large scale institutional fund management. He has worked as a
research analyst and fund manager for a FTSE100 insurance group. In addition,
he has always maintained a keen interest in supporting smaller companies and
identifying nascent opportunities as investor and supporting as mentor and, on
occasion, board member.  In 1997 Mark co-founded Intrinsic Capital
Partnership Limited, in order to self-manage the Intrinsic Value PLC
Investment Trust, an investor in mainly small/micro capitalized quoted
companies. Mark then established Intrinsic Capital LLP in 2007 as a regulated
corporate and introductory business and extended the regulatory permission to
include a retail investment management offering in 2015 seeking to add value
with a straightforward, transparent and cost-efficient service to high net
worth and professional investors.

Michael Preen, Non-Executive Director

Michael is a qualified solicitor with over 25 years' experience in the
provision of legal, corporate and governance advisory services.  He qualified
and spent 6 years in the market-leading investment funds team at Norton Rose
(now Norton Rose Fulbright), a major international law firm, before becoming a
vice-president in the corporate advisory division at Dresdner Kleinwort
Wasserstein, a European investment bank. Following two years in Australia as a
senior associate specialising in real estate investment funds with Mallesons
Stephen Jaques (now King & Wood Mallesons), a leading law firm in the
region, he returned to the UK and joined Development Capital Management, a
global real estate fund management group, where he held a number of senior
management roles and was instrumental in establishing its FCA regulated
securities division.   From 2009 to 2014 he held the position of Head of
Corporate and Legal Affairs at Hydrodec Group plc, an AIM listed clean tech
oil company, before establishing his own corporate and governance consultancy
business where he provides advisory services to the boards of various public
and private companies, focussing on small cap technology clients.

Investment portfolio

Details of the Company's investment portfolio can be found on the Company's
website (in announcements and in annual and interim reports) and in the
Company's 2021 Annual Report which was published on 21 March 2022.  Below are
a number of Asimilar's existing portfolio companies:

Dev Clever Holdings Plc ("DevClever")

Dev Clever is a software and technology group based in Tamworth, United
Kingdom, specialising in the use of lightweight integrations of cloud-based
gamification and VR technologies to deliver rich customer engagement
experiences across both the commercial and education sectors.  In January
2019, Dev Clever listed on the Standard List of the London Stock Exchange.

All Active Asset Capital Limited ("AAA")

AAA is a technology investing company, previously listed on AIM, which has
built up a portfolio of investments. It is pursuing a strategy of investing in
opportunities within the global technology, software and Artificial
Intelligence space, seeking to expose investors to a portfolio of potential
future market leaders.  It has announced its intention to re-list on a
recognised international exchange and, ahead of that, to enable a 'grey
market' trading facility in its shares.  AAA's main investment holdings are
in AAQUA and Sentience.

AAQUA is a new social and community platform, centred around passions,
connecting like-minded people, fans, icons, creators and brands through a
federated network of passion communities. AAQUA's plan is to reshape the
social media experience along more positive and inclusive lines by empowering
peer-level communities, celebrating authentic and purposeful connections, and
unleashing the power of co-creation.

Sentiance is a Belgian intelligence-driven data science and behaviour change
company. Sentiance's technology is designed to turn motion data into
contextual insights and uses behavioural change techniques to personalise
engagement for safer and sustainable mobility and well-being experiences.

Magic Media Works Ltd ("Magic Media")

Magic Media is a music entertainment technology business.  The company's
mission is to bring families together through shared music entertainment
experiences, making every home a connected home.  ROXi, which was launched by
Magic Media in 2017, is the world's first 'made for TV' music entertainment
product, delivering music entertainment experiences that allow consumers to
listen, sing, dance and play together at home.  ROXi is backed by celebrity
curators Kylie Minogue, Robbie Williams and Sheryl Crow and delivers its
unique interactive experience through the stylish ROXi Console as well as
through major Smart TV and Pay TV platforms, including Sky.

AudioBoom Group plc ("Audioboom")

Audioboom is a global leader in podcasting - its shows are downloaded more
than 116 million times each month by 32 million unique listeners around the
world. Audioboom is ranked as the fourth largest podcast publisher in the US
by Triton Digital.  Audioboom's ad-tech and monetisation platform underpins a
scalable content business that provides commercial services for a premium
network of 250 top tier podcasts.  Its shares are listed on AIM.

Simplestream Limited ("Simplestream")

Simplestream is an award winning provider of best in class, next generation TV
solutions to some of the biggest players in the broadcast, sports and media
industry.  Clients include A&E Networks, AMC Networks, Channel 4, Nova TV
Sony Traceplay, QVC TV, Box Nation, Little Dot Studios and At The Races
amongst others.  New customers taken on during the 2021 were GB News, Digital
Theatre and Craftsy. The company delivered the Paralympic Games on Channel 4's
website and over its OTT platform.

Gfinity plc ("Gfinity")

Gfinity is a world-leading esports solutions provider. It focuses on
designing, developing and delivering esports solutions for e-games publishers,
rights holders and brands. It has contracts and partnership arrangements with
EA Games, Microsoft, FIFA, Formula 1 and Indycar.  Its shares are listed on
AIM.

SeeQuestor Limited ("SeeQuestor")

SeeQuestor brings together leaders in cyber security and computer vision to
deliver an Artificial Intelligence ("AI") tool to comb through some of the
estimated 1.5 trillion hours of CCTV footage produced per year, harnessing
what the Directors believe to be world leading AI technology and affordable
supercomputing to turn terabytes of video into actionable intelligence.

 

Information pursuant to AQSE Access Rule 6.2

General

Further information is available on the Company's website
www.asimilargroup.com

There is no provision of the Company's articles of association that would have
an effect of delaying or preventing a change in control of the Company.

Corporate Adviser Agreement

An AQSE Corporate Adviser Agreement has been entered into between the Company
and Oberon Capital (a trading name of Oberon Investments Limited), pursuant to
which the Company has appointed Oberon Capital to act as Corporate Adviser and
broker to the Company on an on-going basis following Admission. The agreement
contains certain undertakings and indemnities given by the Company in respect
of, inter alia, compliance with all applicable laws and regulations. The
agreement continues for a fixed period of 12 months from the date of Admission
and thereafter is subject to termination by either party giving three months'
prior written notice.

AIF Status

The Company has engaged Station 12 Asset Management Limited to act as the
alternative investment fund manager (AIFM) of the Company.

 

The directors of the Company accept responsibility for the contents of this
announcement.

 

For further information, please contact:

Contacts

 Asimilar Group plc
 John Taylor, Non-Executive Chairman      via Buchanan

 Oberon Capital (AQSE Corporate Adviser)
 Chris Crawford / Mike Seabrook           Tel: +44 20 7179 5300

 Cairn Financial Advisers LLP (NOMAD)
 Sandy Jamieson / Liam Murray             Tel: +44 20 7213 0880
 Buchanan Communications Limited
 Richard Oldworth / Chris Lane            Tel: +44 20 7466 5000

 

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