REG - TPXimpact Holdings - Successful spin-out of OpenDialog business

Tpximpact HoldingsAnnouncement

24/05/2022 07:16

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RNS Number : 5226M  TPXimpact Holdings PLC  24 May 2022

24 May 2022

TPXimpact Holdings PLC

 

("TPXimpact", "TPX", the "Group" or the "Company")

 

Successful spin-out of OpenDialog business

 

TPXimpact Holdings PLC, the technology-enabled services company focused on
digital transformation, is pleased to announce the successful spin-out of its
conversational AI product ("OpenDialog").

 

OpenDialog has been developed within GreenShoot Labs, a previous acquisition
of the Group (see TPX's announcement on 12 February 2019), with investment and
support from TPX since 2019. Leveraging artificial intelligence and machine
learning, OpenDialog is a conversational AI platform to design, develop and
deploy smarter human-to-machine conversations. It enables enterprises of all
sizes and across virtually every industry to have a truly engaging
interaction. OpenDialog operates in the conversational AI market, which is
expected by Marketwatch.com (October 21, 2021) to grow to an estimated $46bn
market globally by 2028.

 

Following the statement made in TPXimpact's interim results on 1 December 2021
regarding the Company's plans to spin out OpenDialog, OpenDialog AI Limited
("ODL") was incorporated by TPX alongside Terry Walby, founder and former CEO
of Thoughtonomy, which sold to Blue Prism for $100M in 2019, Dean Chapman, who
was previously the Chief Commercial Officer of Thoughtonomy, and Dr. Ronald
Ashri who led the research upon which OpenDialog's AI capabilities are built.

 

Under the terms of the spin-out TPX has transferred its entire shareholding in
GreenShoot Labs Limited (the owner of OpenDialog) to ODL for the sum of
£2,187,500 to be satisfied through the issue and allotment of 800,000
ordinary shares in ODL at a price of approximately £2.73 per share.

 

Simultaneously with the completion of the spin-out, ODL has completed a £4.0m
private fundraising round at approximately £2.73 per share, arranged by
Dowgate Capital, which values ODL at £12.7m on a post-money basis. Following
completion of both the spin-out and private fundraising round, TPX continues
to hold approximately 17.2% of ODL. TPX's current plans are for the Group to
retain this shareholding in ODL.

 

The ODL and TPX teams are confident this new structure will enable the
business to: focus on delivering value to customers; invest in continued
product enhancement; and fulfil its potential to become a significant
standalone enterprise software company. Prior to the spin-out, TPX had been
funding GSL by approximately £200k per quarter. Having invested heavily in
R&D, GSL recorded an unaudited loss for the financial year ending 31 March
2022 of £0.8m.

 

Going forwards, ODL will be led by Terry Walby (Chief Executive Officer),
Ronald Ashri (Chief Technology and Product Officer) and Dean Chapman (Chief
Commercial Officer). Mike Bobroff, Business Improvement Director at TPXimpact,
will serve in the capacity of Non-Executive Director as TPX's board
representative.

 

Neal Gandhi, TPXimpact Chief Executive Officer, commented:

 

"Over the past three years, TPX has helped incubate this ground-breaking piece
of conversational AI technology and has long since recognised its
extraordinary potential, with many large-scale customers interested in the
product. However, like many great software ideas before it, we recognised that
OpenDialog would not be able to scale fast enough as part of our Group and are
therefore delighted to have established ODL. Our focus has been and continues
to be on cash generation and maintaining margins and the spin-out of ODL will
improve this on a Group basis in the current financial year. We look forward
to closely following ODL's progress, as minority shareholders and firm
supporters."

 

Terry Walby, OpenDialog AI Co-founder, commented:

 

"OpenDialog will finally enable businesses and consumers to realise the
game-changing potential of conversational AI - moving beyond the often painful
experiences delivered by current chatbots and AI assistants. The market has
been crying out for a solution like this, one that not only drives real
operational efficiencies but also enhances and joins up customer experience
across a wide range of channels."

 

Enquiries:

 

 TPXimpact Holdings

 Neal Gandhi (CEO)                Via Alma PR

 Oliver Rigby (CFO)

 Stifel Nicolaus Europe Limited   +44 (0) 207 710 7600

 (Nomad and Joint Broker)

 Alex Price

 Fred Walsh

 Ross Poulley

 Dowgate Capital Limited          +44 (0) 203 903 7715

 (Joint Broker)

 James Serjeant

 Russell Cook
 Alma PR                          tpx@almapr.co.uk

 (Financial PR)                   +44 (0) 203 405 0205

 Susie Hudson

 Kieran Breheny

 Matthew Young

 

About TPXimpact

 

TPXimpact exists to transform the organisations, services and systems that
underpin society and that drive business success. It applies strategic and
creative thinking, technology, innovative design and user-centred approaches
to bring about numerous improvements which together multiply the impact of
change.

 

The Company works closely with its clients in agile, multidisciplinary teams
that span organisational design, technology, and digital experiences. It
shares a deep understanding of people and behaviours and a philosophy of
putting people and communities at the heart of every transformation.

 

The business is being increasingly recognised as a leading alternative digital
transformation provider to the UK public services sector, with c.75% of its
client base representing the public sector and c.25% representing the
commercial sector.

 

More information is available at www.tpximpact.com (http://www.tpximpact.com)
.

 

About OpenDialog

OpenDialog AI Ltd. (OpenDialog AI) is a conversational AI platform to design,
develop and deploy smarter human-to-machine conversations. It enables
enterprises of all sizes and across virtually every industry to have truly
engaging interactions. It is a SaaS-based product so is extremely easy and
quick to implement, while its no-code conversation designer enables businesses
to create amazing customer experiences that are immediately deployable. Its
customers include BDO, Peppercorn Insurance and The Cyber Helpline.

 

More information is available at www. (http://www.tpximpact.com) opendialog.ai

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