REG - Audioboom Group PLC - Update on Strategic Review

AudioboomAnnouncement

03/11/2025 12:45

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RNS Number : 9475F  Audioboom Group PLC  03 November 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION.

 

FOR IMMEDIATE RELEASE.

 

3 NOVEMBER 2025

 

Audioboom Group PLC

 

LEI Number: 213800QO681575J97813

 

Update on Strategic Review

 

 

Background to the Strategic Review

 

On 3 October 2025 and in response to media speculation, the Board of Audioboom
Group PLC ("Audioboom" or the "Company") announced that it was undertaking a
strategic review which may include, as a possible outcome, a sale of the
Company (the "Strategic Review").

 

The Company has appointed J Goodwin & Co LLP and Rockefeller Capital
Management LLC as its financial advisers (together, the "Advisers") to conduct
the Strategic Review and engage with industry peers and media companies to
explore commercial and strategic partnerships which will maximise shareholder
value.  The objective of the Strategic Review is to accelerate Audioboom's
growth by building on its proven, scaleable and profitable business model and
to capitalise on its position as global leader in podcasting.

 

Possible outcomes of the Strategic Review may include new investment to fund
further acquisitions, a substantial acquisition or reverse takeover, a sale of
either the Company's US or UK businesses or a sale of the entire issued and to
be issued share capital by way of an offer under the City Code on Takeovers
and Mergers (the "Code").

 

Following the announcement of the Strategic Review, a number of interested
parties have been in contact with the Company and, accordingly, the Advisers
are now engaged in preliminary discussions with them.  All such discussions
are at an early stage and the Company is inviting proposals to be made to the
Company's Board, including from possible offerors, over the next few weeks.

 

Takeover Panel Dispensations

 

The Takeover Panel Executive has granted a dispensation from the requirement
of Rule 2.4(b) of the Code such that Audioboom is not required to identify any
potential offeror with which the Company is in talks, or from which an
approach has been received, unless that potential offeror has been
specifically identified in any rumour or speculation.

The Company entered into an "offer period" (as defined in the Code) on 3
October 2025.

 

Further announcements will be made in respect of the Strategic Review in due
course.

 

 

 

Enquiries:

 

 Audioboom Group PLC                                                Tel: +44(0)300 303 3765
 Stuart Last, Chief Executive Officer

 Brad Clarke, Chief Financial Officer

 J Goodwin & Co (Financial Advisers to Audioboom)                   Tel: +44(0)20 3976 6215
 Rupert Hill / Charlie Barnes Yallowley

 Rockefeller Capital Management (Financial Advisers to Audioboom)   Tel:  +1 212-549-5341
 William B. Drewry / Francisco A. Mato

 Cavendish Capital Markets Ltd (Nominated Adviser and Broker)       Tel: +44(0)20 7220 0500
 Jonny Franklin-Adams / Fergus Sullivan / Elysia Bough

 Montfort (Financial PR Adviser to Audioboom)

 James Olley                                                        Tel: +44(0)7974 982302

 Jack Hickman                                                       Tel: +44(0)7736 201582

 

About Audioboom

 

Audioboom is a global leader in podcasting - our shows are downloaded 135
million times each month by more than 40 million unique listeners around the
world. Audioboom is ranked as the fifth largest podcast publisher in the US by
Edison Research.

 

Audioboom's ad-tech and monetisation platform underpins a scalable content
business that provides commercial, distribution, marketing and production
services for a premium network of top tier podcasts. Key partners include the
official Formula 1 podcasts 'F1: Beyond the Grid' and 'F1 Nation', 'True Crime
Obsessed' (US), 'The Tim Dillon Show' (US), 'No Such Thing As A Fish' (UK) and
'The Cycling Podcast' (UK).

 

Audioboom operates internationally, with global partnerships across North
America, Europe, Asia and Australia. The platform distributes content via
Apple Podcasts, YouTube, Spotify, Pandora, Amazon Music, Google Podcasts,
iHeartRadio, Facebook and Twitter as well as a partner's own websites and
mobile apps.

 

For more information, visit www.audioboom.com (http://www.audioboom.com) .

 

Further information

 

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise. Any offer, if made, will be made solely by certain
offer documentation which will contain the full terms and conditions of any
offer, including details of how it may be accepted.

 

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom and the availability of any offer to
shareholders of the Company who are not resident in the United Kingdom may be
affected by the laws of relevant jurisdictions. Therefore, any person who is
subject to the laws of any jurisdiction other than the United Kingdom or any
shareholder of the Company who is not resident in the United Kingdom will need
to inform themselves about, and observe, any applicable requirements. Any
failure to comply with such requirements may constitute a violation of the
securities laws or regulations of the relevant jurisdictions.

 

J Goodwin & Co LLP, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively for
Audioboom and no-one else in connection with the Strategic Review and will not
be responsible to anyone other than Audioboom for providing the protections
afforded to clients of J Goodwin & Co LLP or for providing advice in
relation to the Strategic Review or any other matter referred to in this
announcement.

 

This announcement was prepared for information purposes only and does not
constitute an offer to sell or a solicitation of an offer to buy interests in
any Rockefeller Capital Management investment vehicle or product. Before
acting on any information, interested parties should inform themselves of and
observe all applicable laws and regulations of any relevant jurisdictions.
Rockefeller Capital Management and its affiliates do not accept any
responsibility and cannot be held liable for any person's use of or reliance
on the information contained herein. Any party responsible for forwarding this
material to others takes responsibility for ensuring compliance with
applicable securities laws.

 

Rockefeller Capital Management is the marketing name of Rockefeller Capital
Management L.P. and its affiliates. Rockefeller Financial LLC (RFLLC) is a
broker-dealer and investment adviser dually registered with the U.S.
Securities and Exchange Commission (SEC); Member Financial Industry Regulatory
Authority (FINRA), Securities Investor Protection Corporation (SIPC). These
registrations and memberships in no way imply that the SEC has endorsed the
entities, products or services discussed herein. Additional information is
available upon request

 

RFLLC does not actively market its products or services to clients or
potential clients in the United Kingdom (UK) or European Union (EU).

 

Website publication

 

In accordance with Rule 26.1 of the Code, a copy of this announcement will be
published, subject to certain restrictions relating to persons resident in
restricted jurisdictions, on Audioboom's website at www.audioboomplc.com
promptly and by no later than 12 noon (London time) on the business day
following the date of this announcement. The content of this website is not
incorporated into, and does not form part of, this announcement.

 

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