Mirriad Advertising plc

Update on Fundraising and Posting of Circular

05 Jul 2019

Mirriad Advertising plc ("Mirriad" or the "Company"), the established computer vision and AI platform company, today announces that it has conditionally raised a total of approximately £14.18 million (before expenses) from a placing of 94,537,142 new ordinary shares (the "Placing Shares") with existing and new institutional investors at a price of 15 pence per share (the "Placing") in order to support growth plans and strengthen its balance sheet. 

In addition to the Placing, Qualifying Shareholders will be given the opportunity to subscribe for an aggregate of up to 26,278,920 new Ordinary Shares through an open offer to raise up to £3.94 million (before expenses) (the "Open Offer", and together with the Placing, "the Fundraising").

Highlights

  • Over the past nine months Mirriad has appointed a new leadership team, led by Stephan Beringer, and has launched a strategic refocusing of the business and a new go-to-market strategy
  • In June 2019 Mirriad signed a new two-year contract with Tencent, immediately enhancing 2019 and 2020 revenues, due to its fixed monthly fee
  • The Directors are confident of the future prospects for the Company and are encouraged by recent developments in the Company's underlying business. The senior management team is continuing to make good progress in increasing engagement with senior stakeholders at advertising clients, agency groups and broadcasters/distributors
  • The funds raised will be used for general working capital purposes and to provide the Group with sufficient funds to demonstrate the efficacy of its new market strategy and revenue traction with partners in its key markets
  • Certain of the Directors, IP2IPO Portfolio L.P. acting by its general partner IP2IPO Portfolio (GP) Limited and Parkwalk Advisors Ltd (which both have representatives on the Board), intend to subscribe for an aggregate of 20,913,330 Placing Shares
  • In order to provide Shareholders who have not taken part in the Placing with an opportunity to participate in the proposed issue of New Ordinary Shares, the Company is providing all Qualifying Shareholders with the opportunity to subscribe for an aggregate of up to 26,278,920 Open Offer Shares, to raise up to £3.94 million (before expenses), on the basis of 1 Open Offer Share for every 4 Existing Ordinary Shares held by the Shareholder at the Record Date. Any Open Offer Shares not subscribed for by Qualifying Shareholders may be placed by the Company with institutional investors to satisfy any further demand

Stephan Beringer, CEO of Mirriad, said: 

"We were very excited by the tremendous support from our investors and the strong commitment from new backers in the fundraise announced this morning.

"It shows the great confidence in our product and our new strategy, after the previously challenging period for the company.

"We now look forward to putting our transformation strategy into action by further accelerating the development of the technology and platform and by growing our engagement with content producers and distributors in our key markets China, France, Germany, UK and US.

"Mirriad's new strategy has borne its first fruit in the shape of a two-year contract with Tencent, one of the largest and most influential technology and platform companies in the world. This new partnership will positively affect the Company's 2019/20 revenues."

The Fundraising

The Fundraising is conditional upon the passing of certain resolutions at a general meeting of the Company's shareholders. A circular containing further details and reasons for the Fundraising is expected to be posted to shareholders later today (the "Circular") notifying shareholders of a general meeting which is being convened for the purpose of considering the relevant resolutions, at the offices of Osborne Clarke LLP, One London Wall, London EC2Y 5EB at 11.00 a.m. on 31 July 2019. The Company has received irrevocable undertakings to vote in favour of the Resolutions in respect of 47,174,063 Ordinary Shares representing, in aggregate, approximately 44.9 per cent. of the Existing Ordinary Shares.

Numis Securities Limited ("Numis") and Baden Hill (a trading name of Northland Capital Partners Limited) ("Baden Hill" and, together with Numis, the "Joint Bookrunners") are acting as joint bookrunners in relation to the Placing. The Fundraising is not being underwritten

Appendix 1 to this Announcement contains the detailed terms and conditions applicable to the Placing and a copy of this Announcement is also available on the Company's website at https://www.mirriadplc.com/.

The person responsible for arranging the release of this announcement on behalf of the Company is David Dorans, Chief Financial Officer, of the Company.

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Enquiries

For further information please visit www.mirriad.com or contact:

Mirriad Advertising plc 

Tel: +44 (0)207 884 2530

 

Stephan Beringer, Chief Executive Officer

David Dorans, Chief Financial Officer

 
Numis Securities Limited (Nominated Adviser & Broker)

Tel: +44 (0) 207 260 1200

 

Nick Westlake

James Black

Hugo Rubinstein

 

Financial Communications:
Charlotte Street Partners

 

Andrew Wilson

Tom Gillingham

Tel: +44 (0) 7810 636995

Tel: +44 (0) 7741 659021

 

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