REG - Audioboom Group PLC - Holding(s) in Company

AudioboomAnnouncement

12/03/2019 14:55

RNS Number : 6421S
Audioboom Group PLC
12 March 2019
 


12 March 2019
 
Audioboom Group plc
 
("Audioboom" or the "Company")
 
Holdings in Company
 
 
Audioboom (AIM: BOOM), the leading global podcast company, announces that it has today been notified that Candy Ventures SARL, a company controlled by Nicholas Candy, has increased its holding in the Company to 291,510,278 ordinary shares in the Company ("Ordinary Shares"), which is equivalent to 22.62 per cent. of the Company's total issued ordinary share capital.
 
Nicholas Candy is a 90 per cent. shareholder of Candy Ventures SARL. Following the purchases by Candy Ventures SARL described above, Nicholas Candy is directly and indirectly interested in a total of 304,510,278 Ordinary Shares, representing approximately 23.63 per cent. of the Company's issued ordinary share capital, which includes the 291,510,278 Ordinary Shares held via Candy Ventures SARL.
 
Candy Ventures SARL is a person closely associated with Steven Smith, a non-executive director of the Company, who is a person discharging managerial responsibilities. Standard Form TR-1 notifications of major holdings and the FCA notification, made in accordance with the requirements of the EU Market Abuse Regulation, are appended below.
 
 
TR-1: Standard form for notification of major holdings
 



NOTIFICATION OF MAJOR HOLDINGS










1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:


AUDIOBOOM GROUP PLC




1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)




Non-UK issuer








2. Reason for the notification (please mark the appropriate box or boxes with an "X")




An acquisition or disposal of voting rights


X




An acquisition or disposal of financial instruments








An event changing the breakdown of voting rights








Other (please specify)iii:  Issue of new ordinary shares








3. Details of person subject to the notification obligationiv




Name


Candy Ventures sarl




City and country of registered office (if applicable)


Luxembourg




4. Full name of shareholder(s) (if different from 3.)v




Name








City and country of registered office (if applicable)








5. Date on which the threshold was crossed or reachedvi:


12 March 2019




6. Date on which issuer notified (DD/MM/YYYY):


12 March 2019




7. Total positions of person(s) subject to the notification obligation








% of voting rights attached to shares (total of 8. A)


% of voting rights through financial instruments

(total of 8.B 1 + 8.B 2)


Total of both in % (8.A + 8.B)


Total number of voting rights of issuervii




Resulting situation on the date on which threshold was crossed or reached


22.62%






22.62%


 
1,288,675,619
 




Position of previous notification (if
applicable)


21.33%






21.33%
















 



8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii




A: Voting rights attached to shares




Class/type of

shares
ISIN code (if possible)


Number of voting rightsix


% of voting rights




Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)


Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)


Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)


Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)




Ordinary Shares/ JE00B5NFKB77


291,510,278


-


22.62%


-
















































SUBTOTAL 8. A












 
 




B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))




Type of financial instrument


Expiration

datex


Exercise/

Conversion Periodxi


Number of voting rights that may be acquired if the instrument is
exercised/converted.


% of voting rights














































































SUBTOTAL 8. B 1












 
 




B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))




Type of financial instrument


Expiration

datex


Exercise/

Conversion Period xi


Physical or cash
settlementxii


Number of voting rights


% of voting rights






























































































SUBTOTAL 8.B.2












 
 
 















 



9. Information in relation to the person subject to the notification obligation (please mark the
applicable box with an "X")




Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii


x




Full chain of controlled undertakings through which the voting rights and/or the

financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)








Namexv


% of voting rights if it equals or is higher than the notifiable threshold


% of voting rights through financial instruments if it equals or is higher than the notifiable threshold


Total of both if it equals or is higher than the notifiable threshold




































































































10. In case of proxy voting, please identify:




Name of the proxy holder


N/A




The number and % of voting rights held


N/A




The date until which the voting rights will be held


N/A










11. Additional informationxvi
















 



Place of completion


London




Date of completion


12 March 2019



 
 
TR-1: Standard form for notification of major holdings
 



NOTIFICATION OF MAJOR HOLDINGS i










1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:


AUDIOBOOM GROUP PLC




1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate)




Non-UK issuer








2. Reason for the notification (please mark the appropriate box or boxes with an "X")




An acquisition or disposal of voting rights


X




An acquisition or disposal of financial instruments








An event changing the breakdown of voting rights








Other (please specify)iii:








3. Details of person subject to the notification obligationiv




Name


Nicholas Anthony Christopher Candy




City and country of registered office (if applicable)


London, UK




4. Full name of shareholder(s) (if different from 3.)v




Name








City and country of registered office (if applicable)








5. Date on which the threshold was crossed or reachedvi:


12 March 2019




6. Date on which issuer notified (DD/MM/YYYY):


12 March 2019




7. Total positions of person(s) subject to the notification obligation








% of voting rights attached to shares (total of 8. A)


% of voting rights through financial instruments

(total of 8.B 1 + 8.B 2)


Total of both in % (8.A + 8.B)


Total number of voting rights of issuervii




Resulting situation on the date on which threshold was crossed or reached


23.63%






23.63%


1,288,675,619




Position of previous notification (if
applicable)


22.34%






22.34%
















 



8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii




A: Voting rights attached to shares




Class/type of

shares
ISIN code (if possible)


Number of voting rightsix


% of voting rights




Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)


Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)


Direct
(Art 9 of Directive 2004/109/EC) (DTR5.1)


Indirect
(Art 10 of Directive 2004/109/EC) (DTR5.2.1)




Ordinary Shares/JE00B5NFKB77


13,000,000


291,510,278


1.01%


22.62%
















































SUBTOTAL 8. A


304,510,278


23.63%




 
 




B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))




Type of financial instrument


Expiration

datex


Exercise/

Conversion Periodxi


Number of voting rights that may be acquired if the instrument is
exercised/converted.


% of voting rights














































































SUBTOTAL 8. B 1












 
 




B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))




Type of financial instrument


Expiration

datex


Exercise/

Conversion Period xi


Physical or cash
settlementxii


Number of voting rights


% of voting rights






























































































SUBTOTAL 8.B.2












 
 
 















 



9. Information in relation to the person subject to the notification obligation (please mark the
applicable box with an "X")




Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii








Full chain of controlled undertakings through which the voting rights and/or the

financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)


X




Namexv


% of voting rights if it equals or is higher than the notifiable threshold


% of voting rights through financial instruments if it equals or is higher than the notifiable threshold


Total of both if it equals or is higher than the notifiable threshold




Candy Ventures Sarl


22.62%


























































































10. In case of proxy voting, please identify:




Name of the proxy holder


N/A




The number and % of voting rights held


N/A




The date until which the voting rights will be held


N/A










11. Additional informationxvi
















 



Place of completion


London




Date of completion


12 March 2019



 
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
 
 



1.


Details of the person discharging managerial responsibilities / person closely associated




a)


Name


Candy Ventures SARL
 
 




2.


Reason for the Notification




a)


Position/status


Candy Ventures SARL is a person closely associated with Audioboom Group plc's Non-Executive Director, Steven Smith who is a person discharging managerial responsibilities
 
 




b)


Initial notification/Amendment


Initial Notification
 




3.    


Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)


Name


Audioboom Group plc
 
 




b)


LEI


213800QO681575J97813
 
 




4.    


Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted




a)


Description of the Financial instrument, type of instrument
 


Ordinary shares of no par value




Identification code


ISIN: JE00B5NFKB77
 




b)


Nature of the transaction


Purchase of shares
 
 




c)


Price(s) and volume(s)





Price(s)


Volume(s)




2.15p


2,000,000




2.00p


250,000




2.25p


750,000




2.00p


13,698,000



 




d)


Aggregated information:
·Aggregated volume
·Price


 
16,698,000 ordinary shares
Average price of 2.03 pence per share
 
 




e)


Date of the transaction


28 February 2019
8 March 2019
11 March 2019
12 March 2019
 




f)


Place of the transaction


London Stock Exchange, XLON
 
 



 
 




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