REG - Mobile Streams plc - Mobile Streams expansion and Subscription
12/12/2023 07:15
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RNS Number : 4686W Mobile Streams plc 12 December 2023
12 December 2023
Mobile Streams plc
("MOS" or "the Company")
Mobile Streams expansion, strategy update and direct subscription
Issue of Equity, Director/PDMRs Dealings & TVR
Mobile Streams plc, the AIM quoted mobile content and data intelligence
company, is delighted to announce it will be expanding its operations in
Mexico into publishing, betting and media ownership, which complements its
existing content portfolio of products and services, through the acquisition
of a 10% interest in Capital Media Sports S.A ("Capital Media Sports"), a
newly created company.
MOS and its partners intend to create one of the largest Sports Media Groups
in Mexico, by partnering with one of the largest media publishers in Mexico,
namely Capital Media Group, together with the co-owner of Necaxa football
club, the co-owner of Atlante football club, the co-owners of Capital Media
Group and the Neme business family which owns Alive Sports Entertainment, one
of Mexico's biggest sports event businesses.
Our existing wholly owned Mexican subsidiary, Mobile Streams of Mexico, S.de
R.I, intends to pay MXN 5m (approximately GBP 228k) to obtain a 10%
shareholding in Capital Media Sports, which has a strategy seeking to acquire
a number of sporting publications under which it has signed heads to terms to
acquire Estadio, a major existing heritage sports media publication in Mexico
formerly owned by Capital News S.A ("Capital News" and part of the Capital
Media Group), as the first of these. Capital Media Sports will, according to
the HOT (Heads of Terms), acquire all associated IP for the print and digital
operations of the publication.
Initially Capital Media Sports will acquire the assets and IP of Estadio.
Given its limited recent operations, there is no financial information
regarding Estadio to report under Schedule 4 of the AIM Rules. Following the
acquisition of the interest in Capital Media Sports, MOS and its partners
will, subject to regulatory approvals, then fund the launch of two associated
companies, Estadio Bet ("Bet") and Estadio Talk ("Talk"), in which MOS will
have a 25% interest (together the "Investment"). Bet will be a betting company
using the sports publication brand to deliver online gambling and betting
services to Mexican consumers and Talk will be a 'Talk Sport' style podcast
service, also utilising the brand.
To fund the costs of the Investment, including the Company's share of launch
and development of Bet as well as to fund ongoing working capital, the Company
has undertaken a Company led subscription with various investors and certain
Directors to raise a gross amount of £675,000 at 0.07 pence through the issue
of 964,285,714 Ordinary Shares (the "Subscription"). Each Subscriber will also
receive one for one warrants exercisable at 0.15p that have a 12 month term,
are non-transferable and will not be listed.
The target for launch of Bet is early Q2 2024 and Talk is shortly thereafter.
It is expected that £250,000 of the Subscription proceeds will be allocated
towards funding the launch and development of Bet.
The three businesses will, it is hoped, provide for cross advertising and
marketing opportunities. Along with that, Capital Media Group's over 25 media
channels including print, online, radio and television channels will
exclusively advertise the sports publication brand, promoting these services
to an estimated 25m plus audience reach from launch. At the same time, MOS's
HeroesNFTclub service will be advertised across all these channels, enhancing
the NFT products' existing reach significantly.
MOS will sign service agreements with both Bet and Talk and the expected
contracted fee arrangements from these agreements for services provided to Bet
and Talk are expected to generate substantial revenue for the Company. MOS
expects the combined impact of these agreements to get the Company to cash
breakeven within 12 months.
Immediate additional benefits for MOS include:
· Revenue synergy opportunities for its existing content portfolio -
Live Scores sites, NFTs and the sports publication audience;
· Advertising, sponsorship and editorial opportunities within
publication branded assets;
· Potential future dividend payments from Capital Media Sports and
proceeds from any liquidity events, should they come to fruition;
· Strategic positioning being enhanced within Mexico and the LATAM
region;
· The opportunity to look at Europe and Asia with the new services in
due course.
Details of the Subscription
MOS is delighted to announce it has raised £675,000 from a direct
subscription at 0.07p through the issue of 964,285,714 Ordinary Shares. Each
Subscriber will also receive one for one warrants exercisable at 0.15p that
have a 12 month term, are non-transferable and will not be listed.
As part of the Subscription, WA.Technology Group Limited, an online betting
and gambling platform with significant LATAM experience, has invested
£400,000.
Further as part of the Subscription a total of 142,857,140 shares have been
issued to certain Directors and senior employees who have subscribed for
shares and warrants on the same terms as other investors in the Subscription.
The total subscription by these Directors and PDMRs is £100,000 for
142,857,140 Ordinary Shares representing approximately 3.3% of the Company's
issued share capital, split as follows:
Director/ PDMR Shares Subscribed Warrants issued
Bob Moore 35,714,285 35,714,285
Nigel Burton 35,714,285 35,714,285
Mark Epstein 35,714,285 35,714,285
Tom Gutteridge 35,714,285 35,714,285
Total 142,857,140 142,857,140
As a result, they have the following interests in the Company:
Director Ordinary Shares now held % of Issued Share Capital
Bob Moore 35,714,285 0.67
Mark Epstein 144,900,280 2.72
PDMR Ordinary Shares now held % of Issued Share Capital
Nigel Burton 205,089,526 3.84
Tom Gutteridge 144,900,280 2.72
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Bob Moore
2 Reason for notification
a) Position / status PDMR
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auctionplatform,
auctioneer or auction monitor
a) Name Mobile Streams plc
b) LEI LEI: 213800CJX7WW927QWP43
4 Details of the transaction(s):
section to be repeated for (i) each type ofinstrument; (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 0.01 pence each in Mobile Streams plc
Identification code ISIN GB00B0WJ3L68
Nature of the transaction Issue of shares in lieu of remuneration
c) Price(s) and volumes(s)
Price(s) Volumes(s)
0.07 pence 35,714,285
d) Aggregated information n/a
e) Date of the transaction 12 December 2023
f) Place of the transaction London Stock Exchange, AIM (XLON)
d)
Aggregated information
n/a
e)
Date of the transaction
12 December 2023
f)
Place of the transaction
London Stock Exchange, AIM (XLON)
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Mark Epstein
2 Reason for notification
a) Position / status PDMR
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auctionplatform,
auctioneer or auction monitor
a) Name Mobile Streams plc
b) LEI LEI: 213800CJX7WW927QWP43
4 Details of the transaction(s):
section to be repeated for (i) each type ofinstrument; (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 0.01 pence each in Mobile Streams plc
Identification code ISIN GB00B0WJ3L68
Nature of the transaction Issue of shares in lieu of remuneration
c) Price(s) and volumes(s)
Price(s) Volumes(s)
0.07 pence 35,714,285
d) Aggregated information n/a
e) Date of the transaction 12 December 2023
f) Place of the transaction London Stock Exchange, AIM (XLON)
d)
Aggregated information
n/a
e)
Date of the transaction
12 December 2023
f)
Place of the transaction
London Stock Exchange, AIM (XLON)
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Nigel Burton
2 Reason for notification
a) Position / status PDMR
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auctionplatform,
auctioneer or auction monitor
a) Name Mobile Streams plc
b) LEI LEI: 213800CJX7WW927QWP43
4 Details of the transaction(s):
section to be repeated for (i) each type ofinstrument; (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 0.01 pence each in Mobile Streams plc
Identification code ISIN GB00B0WJ3L68
Nature of the transaction Issue of shares in lieu of remuneration
c) Price(s) and volumes(s)
Price(s) Volumes(s)
0.07 pence 35,714,285
d) Aggregated information n/a
e) Date of the transaction 12 December 2023
f) Place of the transaction London Stock Exchange, AIM (XLON)
d)
Aggregated information
n/a
e)
Date of the transaction
12 December 2023
f)
Place of the transaction
London Stock Exchange, AIM (XLON)
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Tom Gutteridge
2 Reason for notification
a) Position / status PDMR
b) Initial notification Initial
/Amendment
3 Details of the issuer, emission allowance market participant, auctionplatform,
auctioneer or auction monitor
a) Name Mobile Streams plc
b) LEI LEI: 213800CJX7WW927QWP43
4 Details of the transaction(s):
section to be repeated for (i) each type ofinstrument; (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 0.01 pence each in Mobile Streams plc
Identification code ISIN GB00B0WJ3L68
Nature of the transaction Issue of shares in lieu of remuneration
c) Price(s) and volumes(s)
Price(s) Volumes(s)
0.07 pence 35,714,285
d) Aggregated information n/a
e) Date of the transaction 12 December 2023
f) Place of the transaction London Stock Exchange, AIM (XLON)
d)
Aggregated information
n/a
e)
Date of the transaction
12 December 2023
f)
Place of the transaction
London Stock Exchange, AIM (XLON)
The Company also announces that it is looking to raise up to approximately
£300,000 via an accelerated book build placing and retail offer. The retail
offer is expected to be only open to existing shareholders, which will take
place at the same price of 0.07p with one for one warrants exercisable at
0.15p for 12 months. A further announcement will be made in due course once
this is launched.
A total of 964,285,714 ordinary shares of 0.01p nominal value each
("Subscription Shares") have been placed conditional only on Admission with
investors at 0.07p per share, being a small premium to the closing
mid‐market price prior to the Subscription of 0.0675p on 12 December 2023.
Each subscription share will rank pari passu with existing Ordinary Shares
and will be issued with one warrant per share to subscribe for one Ordinary
Share exercisable at 0.15p per share for a period of 12 months from the date
of admission of these new Shares to AIM, which is expected to be on or around
20 December 2023. The Subscription Shares represent approximately 18.6% of the
enlarged share capital of the Company and together with the attached warrants
32.5% of the fully diluted share capital assuming that these and all other
extant warrants were exercised.
Admission to trading
Application will be made to the London Stock Exchange for admission of the
Subscription to trading on AIM. It is expected that admission will become
effective and dealings in the Subscription Shares will commence at 8.00 a.m.
on or around 20 December 2023.
Total Voting Rights
Following the issue of the Subscription Shares as described above, the
Company's issued share capital consists of 5,333,941,617 ordinary shares with
a nominal value of 0.01p each, with voting rights ("Ordinary Shares"). The
Company does not hold any Ordinary Shares in Treasury.
Therefore, the above figure may be used by shareholders in the Company as the
denominator for the calculation by which they will determine if they are
required to notify their interest in, or a change to their interest in, the
share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.
About Capital Media Group https://capitalmedia.mx/
Active for 50+ years.
Provides advertising, content and media intelligence services and operates
through 25 media and brands.
A claimed audience reach of 25m+.
38 SND awards for outstanding achievement.
Strong suite of media personalities.
About the Mexican betting market:
Market launched in 2016.
Around 18 licensed and live operators in the market led by Caliente. EUR 619m
gross gambling revenue in 2022.
Forecast to grow at a CAGR of 16% to EUR 958m in 2025.
Total addressable market of EUR 1,175m (2027).
Bet365 and Playdoit are the next largest operators by website visits.
Caliente Interactive was in talks about a USD 2.5bn merger with Tekkorp
Digital.
About the Mexican market:
World's 14th largest economy (making it bigger than Spain).
Population of 128m people with a further 40m living in US.
Mexico to co-host the next FIFA World Cup in 2026.
Liga MX is the most-watched soccer league in the US.
Liga MX has combined with the MLS to launch the Leagues Cup, broadcast
worldwide on Apple TV.
About WA.Technology https://www.watechnology.com/
WA.Technology is a renowned B2B and iGaming solutions provider of creative and
innovative iGaming solutions. With a focus on cutting-edge technology and
forward-thinking strategies, WA.Technology empowers its clients to excel in
the ever-evolving world of iGaming. WA.Technology provides the
state-of-the-art, fully scalable and customisable iGaming WA.Platform, bespoke
turnkey solutions, standalone products, and expert-managed services across the
casino, sports, fantasy, lottery, and poker verticals.
About Estadio:
Founded in the 1970s by Anuar Maccise
First colour sports publication in Mexico and became a strong heritage brand.
Brand used to feature on National Lottery tickets nationwide.
Mark Epstein, CEO Mobile Streams plc, said:
"We are delighted to announce our expansion into publishing, betting and media
ownership. We are partnering with some amazing people and businesses to create
one of the largest sports media groups in Mexico.
This represents an amazing opportunity for MOS to take a leading position in
the Mexican market in the build up to the next World Cup. Also, with the
growth in the Mexican economy and sports and betting markets one that
should create significant value for all parties involved. We are honoured to
be part of this exciting project."
The information contained within this announcement is deemed by the Company to
constitute inside information for the purposes of Article 7 of 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.
About Mobile Streams
Mobile Streams delivers world class gaming content to a global audience,
through its https://heroesnftclub.com/ site and mobilegaming.com platforms,
our long-standing carrier relationships in countries including India,
Argentina and Mexico, and through our LiveScores sites.
Our Streams data insight, intelligence and visualisation services and
marketing optimisation tools support the content business, as well as serving
enterprise level bespoke clients and the Streams SaaS ("Software as a
Service") self-service platform. Our strategy is to deliver next-generation
content including gaming, Esports and related NFTs to a global audience.
For further information, please contact:
Mobile Streams plc
Nigel Burton
+44 77 8523 4447
Mark Epstein
marke@mobilestreams.com
www.mobilestreams.com (http://www.mobilestreams.com)
Beaumont Cornish (Nominated Adviser)
James Biddle and Roland Cornish
+44 (0) 20 7628 3396
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