Admission to AIM

TV Commerce Holdings PLC 21 February 2005 TV Commerce Holdings plc The Board of TV Commerce Holdings plc is pleased to announce that the Company's share capital has today been admitted to trading on the AIM Market. Under the offer for subscription which closed on 10 February 2005 the Company received 182 valid applications in respect of 20,662,332 new ordinary shares at 6p per share, raising £1,239,740. Vincenzo Stanzione (Chief Executive) is interested in 43,367,300 ordinary shares, representing 67.73% of the Company's issued share capital. The Company is not aware of any other holdings of 3% or more in the Company's issued share capital. Introduction The Group has been established to capitalise on the convergence of television, telephony and the Internet by creating a business which will develop, own and operate a number of specialist television channels. The focus is on building active audiences for the channels with revenues generated by regular interaction of viewers through T-commerce, Premium Rate Telephone Services, SMS, MMS, competitions and Internet transactions. Having identified premium rate telephony as an attractive and growing market, the Directors have secured the Channel to act as a platform to attract interactive audiences. The Group has launched two programming formats on the Channel to date, namely The Advert Channel and Your Destiny TV. The former features entertainment, competitions and discussion relating to past and present television advertisements, while the latter is dedicated to psychic and spiritual matters. The Channel's programming schedule can be adapted to meet prevailing demand and to match viewer's trends without significant cost. Unutilised air time can be sub-let to third party operators as an additional source of revenue. The Group's business model is designed to enable the Group to respond rapidly to changes in audience behaviour. The Group also aims to develop further revenues by offering production and programming services to corporate customers who wish to advertise, promote and sell their products on television. Current Programming As the Group has the exclusive right to broadcast on the Channel on a 24 hour basis, it can fully utilise the airtime either by showing its own programming formats or sub-letting particular segments to third party operators. The Advert Channel was the first programming format to be developed and broadcast on the Channel. It was launched by the Group on 6 September 2004 after 12 months of development. It features entertainment, competitions, interactive discussions and other programmes relating to past and present advertisements. Viewers are invited to take part in discussions via premium rate telephone lines or SMS, vote for their favourite advertisements from the Channel's play list, participate in competitions and purchase featured goods and services. Viewers are also directed to the Websites where there are additional interactive features and shopping facilities. The second programming format is Your Destiny TV. This was launched by the Group on 1 November 2004. It is dedicated to the psychic and spiritual world and includes programmes on subjects such as psychic powers, palm reading, Tarot, meditation, auras, feng shui and Chinese astrology. Viewers can take part in discussions and competitions via premium rate telephone lines, SMS and MMS. They can also call or send SMS or MMS messages to obtain psychic advice as well as sending a picture of their palm and receiving a reading by way of SMS. Activities and Sources of Revenue The Group derives revenue from the Channel and related production activities in a number of different ways as below: Premium Rate Telephony Channel viewers can receive information and entertainment services, vote, chat and participate in competitions by calling or sending SMS and MMS to numbers shown on the Channel. These services may be provided on a pre-recorded or live basis. The Group's programming aims to generate telephone calls, SMS or MMS to third party numbers which charge premium rates. Telephone calls or messages are either processed by a third party automated facility or, in the case of live services, diverted to a consultant retained by the relevant third party operator. There is no contractual relationship between the caller and the Group in respect of any call or message with the Group earning commissions from its business partners at an agreed rate. TV Commerce and Affiliate Marketing Up to three hours per day are dedicated to providing customers with the opportunity to purchase products from the Channel. To attract customers to purchase the products of third party retailers, the Group produces and broadcasts programmes on the Channel and provides downloads, special offers, coupons and competitions on the Websites. These third party retailers are then responsible for processing any order, fulfilment, delivery and after-sales service. The Group earns commissions at an agreed rate on products sold by these retailers and there is no contractual relationship between the purchaser and the Group in respect of the purchase. The Group has agreements in place with Monstermob and Firebox to invite customers to buy Monstermob's and Firebox's products through Affiliate Marketing arrangements. By way of example, the Group's website at www.theadvertchannel.tv displays banners to Firebox's and Monstermob's websites with revenues generated through commission when Internet users click on these banners and proceed to purchase products from Monstermob or Firebox within a fixed time period. Television Production The Directors believe there is an increasing demand from corporate clients interested in promoting and selling their products via television. The Group offers clients a ''one stop shop'' production service including scripting, provision of presenters, filming, editing and regulatory approvals. This may take the form of the traditional 30 second advertisement, customised programming or Infomercials. The Directors believe the Group can earn either a fixed fee for production of an advertisement or programme for a client or it can charge a fee per product featured. Depending on the client, the Group may also be able to earn a commission on product sales. In addition, the Directors plan to develop revenues from the following activities: Advertising The Group aims to sell advertising around its own programming formats. Industry research shows that the audience for TV shopping programmes is particularly receptive to advertising. The Group will be targeting advertisers in the Direct Response TV (''DRTV'') area. These mainly comprise financial services businesses such as insurers and personal loan providers who invite viewers to respond directly at the end of the advertisement by calling the relevant telephone number. Callers would then enter into a direct sales process with the relevant company. The Group is in the process of appointing a specialist advertising sales agency to attract advertisers in this category. Sponsorship The Directors plan to develop sponsorship revenues from companies interested in sponsoring particular programmes aimed at specialist audience groups. The Directors believe there are opportunities with corporate customers who, under current regulatory restrictions, are unable to advertise on television but can sponsor television programmes. Consultancy and Training The Directors have identified a demand for training courses and seminars for aspiring television presenters. The Group is in the process of developing training courses geared towards teaching such prospective clients how to produce programmes, present, sell and promote on television. Marketing Strategy Viewers can find the Channel through its listing on BSkyB's EPG which acts as the central classified channel directory for Sky subscribers. In order to attract new viewers to its programming formats, the Directors plan to enter into further barter arrangements with other media owners whereby the Group offers advertising space and production in return for magazine advertising or radio time. The first such deal which the Group has already entered into is with Spirit & Destiny magazine, which is providing full page magazine advertisements for Your Destiny TV in return for advertising time on the Channel. The Group has also succeeded in attracting attention to its programming formats among journalists in the international, national and local media. The Group intends to advertise on other BSkyB channels such as UK Living, Sky One, UK Gold and Granada Plus whose audiences the Directors believe meets the profile of the Group's own target audience. In addition, the Group's activities will provide it with a detailed caller database. This will allow for an analysis of purchasing patterns in order to launch direct marketing campaigns via direct mail and text messaging with tailored special offers, new programme launches and requests for voting. Development Strategy The Group aims to maximise the opportunities which they believe arise from its Directors' skills, its flexible business model and its having the exclusive use of a dedicated digital television channel. These include: • Developing additional sources of revenue around existing programming formats (e.g. advertising and sponsorship) • Developing its mobile content offering on an advertiser-funded basis or in order to generate additional premium rate revenues • Launching new programming formats • Acquiring interests in other channels • Entering into strategic marketing alliances with media partners to attract new viewers and increase awareness of its programming • Developing customised programming for corporate customers. Directors Andrew Haydn Mintern, ACA, Non-Executive Chairman Andrew is a qualified Chartered Accountant and has acted as Financial Director and Company Secretary for a number of AIM listed companies including Designer Vision Group plc and ID Data Group plc. From 1980 he spent ten years with Coopers & Lybrand, where he specialised in corporate finance. From 1990 he worked for nine years in the retail sector with Burton Group plc and Sears plc, where he held a number of divisional finance director roles. Vincenzo Angelo Stanzione, CEO With a background in foreign exchange and derivatives dealing with City firms such as NatWest and Irving Trust, Vincenzo co-founded Midas Communications Limited, a carphone company, which became London Car Telephones and was later acquired by Vodafone. At the same time, Vincenzo identified emerging opportunities in audiotext (or premium rate numbers) and established InfoTel Multimedia which developed premium rate services including competitions, games and business information promoted via the national press. In 1999, Vincenzo founded First Information, a publishing business specialising in training courses and educational materials related to financial spread betting. He has also acted as a marketing consultant for Regent Markets Group a major international fixed odds financial betting business. Regent Markets operate under www.betonmarkets.com with sites and clients throughout the world. Chelsey Baker, Commercial Director Chelsey has extensive experience in marketing and consumer branding. Prior to co-founding the Company, she was responsible for marketing strategy and business development at First Chartered Finance Limited and later First Securities Limited, both of which were financial services businesses. At First Information, she developed a consumer brand for the company's courses for professional training in the private sector. She has experience in identifying new marketing initiatives and implementation of multi-media strategies. Chelsey also regularly works as a TV and clm actress with the BBC and appears in commercials for blue chip advertisers such as Nestle, Thompsons, J Sainsbury and Sky Sports. Jason Mark Nicholls, Director of Broadcasting Jason is Director of Broadcast Production at ntl. He has launched three cable-only shopping channels and a 24/7 shopping channel on the Sky platform called Broadband UK. Since 2001, Jason has produced over 200 TV and radio advertising campaigns. He has more than 10 years' national media experience, including work on national television programmes (including The Big Breakfast, This Morning, Tonight with Richard & Judy), national newspapers and in national advertising. Jason also brings an in-depth understanding of the advertising and FMCG sales industries and detailed regulatory experience, including BACC, Ofcom and ASA. The Company intends to appoint an additional non-executive director to the Board shortly after Admission. 21 February 2005 Enquiries: Vince Stanzione (Chief Executive) 020 8484 0480 This information is provided by RNS The company news service from the London Stock Exchange
UK 100

Latest directors dealings