WeShop Update and Extension of Discounted Capital Bond
21/09/2023 07:00
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY IAMFIRE PLC TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION
(EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT
VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
IamFire plc
AQUIS: FIRE
(“FIRE”, “IamFire” or the “Company”)
WeShop Update
Extension of Discounted Capital Bond
IamFire plc is pleased to provide an update on progress within its primary
portfolio company, WeShop Holdings Limited (“WeShop”), showing an increase
of 118% annualised sales figures through the platform for the 3 months ended
August 2023 compared to the 3 months ended May 2023.
As announced on 20 June 2023, FIRE’s holding in WeShop has a see-through
value of £22.5m based on WeShop’s last fundraise at £4.76 per share and
assuming that the Convertible Loan Notes outlined below convert to equity.
Taking in to account a Discounted Capital Bond liability of around £5.5m, the
£17m equity value equates to a net asset value (“NAV”) per share in FIRE
of around 4.9p per share from this investment holding alone.
IamFire is also pleased to announce that it has extended the Discounted
Capital Bond (“DCB”) with Hawk Investment Holdings Limited until 24
November 2023.
WeShop Update Highlights
* £72m Annualised Gross Merchant Value (“GMV”) based on £18m of sales in
the 3 months to 31 August 2023. 118% increase on the 3 months to 31 May 2023
figure (£33m).
* Over 315,000 total purchases through the platform to date, an increase of
75% since 31 May 2023 (c.180,000).
* £38.1m of cumulative sales through the platform as at 31 August 2023, an
increase of 89% since 31 May 2023 (c.£20.1m).
* Over 290,000 user downloads for the WeShop platform as at 18 September
2023, an increase of 26% since 31 May 2023.
* New online retailers are being added to the platform on a continuous basis,
with recent additions including Temu.com, one of the US and UK’s fastest
growing eCommerce platforms, TUI and Savage x Fenty by Rhianna.
For ease of reference the figures above are contained in the following table:
31-May-23 31-Aug-23 % change
Annualised GMV (£M) (trailing 3 months) 33.0 72.0 +118%
Cumulative GMV (£M) (end-period) 20.1 38.1 +89%
No. of Transactions (end-period, cumulative) 180,000 315,000 +75%
User Downloads (end-period, cumulative) 230,000 290,000* +26%
Richard Griffiths, Chairman of WeShop Holdings Limited said:
“The growth of WeShop over the last 3 months continues to validate the
proposition the company was founded on. We are witnessing consistent and
sustained increases in users, transaction value through the platform and the
benefits that users gain through referrals to their own social networks. Our
marketing channels are reaping real rewards in terms of increasing the
brand’s exposure and we continue to attract leading social media influencers
to WeShop, who in turn help to attract further users from their follower
groups. Our growth momentum continues to accelerate and the focus remains on
pursuing this relentlessly as we build the world’s first shoppable social
network that will be owned primarily by its user
community.”
IamFire Investments in WeShop and Community Social Investment Limited
(“CSIL”)
IamFire currently holds £6.85m of Convertible Loan Notes (“CLNs”)
directly in WeShop. It also holds the right to subscribe for a further
£0.9m in CLNs. Should the current CLNs convert, it would result in FIRE
holding some 2,758,333 shares in WeShop (prior to any further CLN
subscription).
IamFire also holds approximately 23.6% of the issued share capital of CSIL
which in turns holds 8,333,333 shares in WeShop as its only asset. FIRE
believes that these shares will be distributed in specie to CSIL shareholders
in due course.
The aggregate holdings of IamFire in relation to WeShop and CSIL are outlined
in the following table:
Instrument Amount Held Conversion Price Conversion Date Notes
CLN in WeShop £4m £3 per share in WeShop 18 May 2024 Convertible into 1,333,333 shares in WeShop
CLN in WeShop £2.85m £2 per share in WeShop 18 May 2024 Convertible into 1,425,000 shares in WeShop. £0.9m capacity remaining in CLN option.
Equity Holding in CSIL 2,452,675 shares 23.5% of CSIL issued share capital CSIL holds 8,333,333 shares in WeShop. In specie distribution would result in approx. 1,950,000 shares in WeShop to IamFire
There are currently 28,669,415 shares in issue in WeShop. Should the CLNs in
the table convert and CSIL conducts a distribution in specie of its WeShop
shares, then IamFire would hold approximately 4,718,333 shares in WeShop
representing some 15% prior to any further share issuance.
Based on the most recent fundraise in WeShop outlined above the value of the
resultant IamFire holdings in WeShop would be £22.5m.
Extension of DCB
IamFire plc is has extended the Discounted Capital Bond ("DCB") with Hawk
Investment Holdings Limited ("the Bondholder") until 24 November 2023.
As announced on 27 August 2020, Fire entered into the DCB with the Bondholder
pursuant to the terms and conditions of the DCB agreement. The Bond was due
to expire on 25 September 2023 following a previous extension as announced by
the Company on 30 August 2023.
The Directors of the Company accept responsibility for the contents of this
announcement.
REGULATORY ANNOUNCEMENT ENDS
Enquiries:
Company:
info@iamfireplc.com
Peterhouse Capital Limited
Corporate Adviser:
Guy Miller: + 44 (0) 20 7220 9795 (Direct)
Narisha Ragoonanthun: + 44(0) 20 7220 9794 (Direct)
Corporate Broker
Tennyson Securities Limited
Peter Krens: +44 (0) 20 7186 9033 (Direct)
About WeShop:
WeShop is a social commerce platform that allows users to shop and help each
other by reviewing, asking about or recommending products. It is affiliated to
the vast majority of the UK’s top 1,000 online retailers. Instead of
rewarding the users with cashback, discount codes or vouchers, WeShop allows
users to earn shares in the business.
WeShop intends to be 90% owned by its community of users, so the more users
shop, recommend and refer friends the more shares they will own in WeShop and
the more they will share in its financial success. Users of WeShop buy
products from retailers through the platform, as they would normally, but in
doing so they will earn shares in WeShop and benefit from aggregation as a
community and the revenue streams generated from affiliate programs, data,
promotion and advertising that the community through WeShop will generate.
WeShop intends to be the first truly shoppable social network owned by its
community of users. By creating a disruptive online model it hopes to create
a retail revolution which shares the financial success of online businesses
with the users of those online businesses whose data, transactions and
engagement has created them in the first place.
The App can be downloaded at www.we.shop
Links to recent press coverage of SoccerAid can be found at:
https://we.shop/socceraid-weshop-2023/
https://www.sportindustry.biz/news-categories/news/soccer-aid-scores-weshop-partnership/
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