REG - Videndum PLC - Update Announcement

VidendumAnnouncement

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RNS Number : 5659M  Videndum PLC  23 December 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

FOR IMMEDIATE RELEASE

 

23 December 2025

 

Videndum plc

 

Update announcement

 

Videndum plc (the "Company" or the "Group") is pleased to provide an update on
its ongoing negotiations with its revolving credit facility ("RCF") lenders
and its two largest shareholders.

 

Proposed Refinancing

 

The Company continues to make constructive progress with its RCF lenders and
its two largest shareholders on a deleveraging plan. As outlined in the
Company's 30 April 2025, 6 August 2025 and 16 October 2025 announcements, any
plan to deleverage the business will require alternative new sources of
liquidity including, but not limited to, any combination of proceeds from
disposals, new debt facilities and the raising of new debt or equity.

 

The Group's net debt as at 30 November 2025 was £143.3 million, including
£26.5 million of finance leases.

 

All matters remain under consideration and subject to agreeing final, legally
binding documentation, but the main components of a refinancing proposal (the
"Refinancing") have now been agreed in-principle with the RCF lenders and the
Company's two largest shareholders. The Refinancing comprises:

 

·      a Firm Placing, Placing and Open Offer to raise c.£70 million
(gross). The two largest institutional shareholders of the Company have
indicated their in-principle support to participate in this equity raise, at
least pro rata on a post-Refinancing basis;

·      the equitisation of c.£23 million of RCF debt in exchange for
new equity for Polus Capital, a private credit lender which has been one of
the RCF lenders for some time;

·      the repayment of c.£50 million of the Group's existing RCF from
the proceeds of the equity raise; and

·      the restructuring of the remainder of the Group's existing RCF,
including to provide the Group with sufficient maturity (three years £31.5
million tranche A; two year £13.5 million tranche B) and acceptable coupon
and covenants, alongside the entry into a new three year Super Senior Facility
underwritten by Polus Capital.

 

As a result of the Refinancing, the Group's pro forma net debt as at 30
November 2025 would have been c.£52 million, including £26.5 million of
finance leases, representing a reduction in net debt of more than £90
million. Following the completion of the proposed Refinancing, the Company
will have significantly deleveraged its capital structure, materially improved
its key credit metrics and well positioned to deliver on its business
potential with the support of the new Super Senior Facility and available cash
on balance sheet.

 

The components noted above are inter-conditional, and the Refinancing remains
subject to the finalisation of terms, credit and/or investment committee
approvals and agreement of long-form documentation. Accordingly, there can be
no certainty that the Refinancing will be carried out, nor as to its terms, if
completed.

 

The issuance of new shares will require shareholder approvals at a general
meeting. These are expected to include approval for the Company to issue new
shares very significantly below their current nominal value of 20 pence per
share. The Company currently expects the Refinancing to complete by the end of
Q1 2026.

 

While the Refinancing will allow for existing shareholders to participate in
the equity raise, the Company expects that the value attributable to existing
shareholders in respect of their current shareholdings will be very
significantly diluted. If the Refinancing does not successfully complete, it
is expected that the lending banks would pursue an alternative lender-led
transaction to preserve the ability of the Group (other than the Company) to
trade as a going concern. It is likely that such a transaction would result in
no recovery for existing shareholders.

 

Stephen Harris, Executive Chairman, said, "Reaching in-principle agreement on
the terms of the refinancing is an important milestone for Videndum. The
proposed Refinancing will help secure a stable and sustainable future for the
business and position Videndum for long-term success. It will be a good
outcome for Videndum, and we are grateful for the support we have received
from our Shareholders and Lenders to date".

 

Covenants

 

The Company has extended or had waived all relevant covenant tests since its
previous update announcement on 16 October 2025.

 

A further announcement will be released as and when appropriate.

 

Enquiries

 

Videndum

Stephen Harris

Group Executive Chairman

Telephone: 020 8332 4602

 

FTI Consulting

Richard Mountain / Ben Fletcher

Telephone: 020 3272 1340

 

A snapshot of Videndum plc

 

Videndum is a leading global provider of premium branded hardware products and
software solutions to the content creation market.

 

Videndum's customers include broadcasters, film studios, production and rental
companies, photographers, independent content creators ("ICCs"), professional
musicians and enterprises. Our product portfolio includes camera supports,
video transmission systems and monitors, live streaming solutions, robotic
camera systems, prompters, LED lighting, mobile power, carrying solutions,
backgrounds, audio capture, and noise reduction equipment.

 

We employ around 1,300 people across the world in 9 different countries.
Videndum plc is listed on the London Stock Exchange, ticker: VID.

 

More information can be found at: https://videndum.com/
(https://videndum.com/)

 

LEI number: 2138007H5DQ4X8YOCF14

 

This announcement contains inside information for the purposes of the market
abuse regulation (EU No. 596/2014) as it forms part of United Kingdom domestic
law by virtue of the European Union (Withdrawal) Act 2018, as amended. The
person responsible for arranging the release of this announcement on behalf of
Videndum is Jon Bolton.

 

This announcement may contain forward-looking statements, which relate, inter
alia, to the Company's proposed strategy, plans and objectives.
Forward-looking statements are sometimes identified by the use of terminology
such as (but not limited to) "believes", "expects", "may", "will", "could",
"shall", "risk", "intends", "estimates", "aims", "plans", "predicts",
"continues", "assumes", "positions" or "anticipates" or the negatives thereof,
other variations thereon or comparable terminology. By its very nature, such
forward-looking information requires the Company to make assumptions that may
or may not materialise. Although the Directors consider that these assumptions
are reasonable, such forward-looking statements may involve known and unknown
risks, uncertainties, assumptions and other important factors beyond the
control of the Company that could cause the actual performance or achievements
of the Group to be materially different from such forward-looking statements.
Past performance is not a reliable indicator of future results and, in
particular, past performance of the Group cannot be relied upon as a guide to
future performance. Forward-looking statements speak only as of the date they
are made. Accordingly, you should not rely on any forward-looking statements
and the Company, Lazard and Investec expressly disclaim any obligation to
disseminate any updates or revisions to such forward-looking statements. No
statement in this announcement is intended as a profit forecast or a profit
estimate and no statement in this announcement should be interpreted to mean
that earnings per share for the current or future financial periods would
necessarily match or exceed historical published earnings per share. As a
result, you are cautioned not to place any undue reliance on such
forward-looking statements. Neither the Company nor anyone else is under any
obligation to update or keep current the information contained in this
announcement.

 

This announcement is not a prospectus and not an offer of shares or any other
securities for sale and investors should not subscribe for or purchase any
shares or securities referred to in this announcement except on the basis of
the information in any prospectus, including the risk factors set out therein,
that may be published by the Company in due course in relation to a potential
offer for sale of new ordinary shares in the capital of the Company and
admission of those ordinary shares to trading on London Stock Exchange plc's
main market for listed securities and to listing in the equity shares
(commercial companies) category of the official list of the FCA.

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