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Wednesday 30 November, 2016

AIM

Sch 1 - Big Sofa Technologies Group Plc

RNS Number : 5952Q
AIM
30 November 2016
 

 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")


COMPANY NAME:

HubCo Investments PLC (to be renamed Big Sofa Technologies Group PLC ahead of Admission)

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Address : Finsgate, 5 - 7 Cranwood Street, London EC1V 9EE

 

Trading Address: 72-76 Borough High Street, London, SE1 1GD

COUNTRY OF INCORPORATION:

United Kingdom

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.bigsofa.co.uk

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

The Company will be the holding company for Big Sofa Limited.

 

Big Sofa Technologies is a b2b technology company providing video analytics at an enterprise level.  Its proprietary, cloud-based analytics platform enables users to ingest, manage, search and perform detailed analysis on the content of any video, from any device, across any spoken language.

 

Big Sofa's current office and head office is based in London. The main country of operation is the U.K.

 

Admission is being sought following completion of the reverse takeover of unlisted HubCo Investments plc.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

 

Ordinary shares of 3p each; Nil shares to be held as treasury shares.

 

56,753,104 ordinary shares of 3p each to be admitted

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Amount of new monies to be raised on Admission : c£6.1 million, comprising £5.0 million in a placing, c£1.1 million in a subscription;

 

Market Capitalisation on Admission of c £9.5 million based on the placing price of £0.17 per new ordinary share.

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

c 44.0%

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/A

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Proposed Board on Admission:

 

Nicholas Mustoe (Non-executive Chairman)

Simon Lance Lidington (Chief Executive)

Matthew ("Matt") James Lynch (Chief Strategy Officer)

Joseph ("Joe") Paul MacCarthy ACA (Finance Director)

Paul Francis Clark (Non-executive Director)

Steven Neil Metcalfe (Non-executive Director)

Adam Reynolds (Non-executive Director)

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):


Pre-Admission*¹

Post Admission*²

Shareholder

Number

%

Number

%

HSBC Global Custody Nominees (UK)

2,500,000

28.23

        833,333

<3%

HSBC Global Custody Nominees (UK)

1,700,000

19.20

        566,666

 

<3%

Hub Capital Partners Limited

880,000

9.94

        293,333

 

<3%

Won 234 Limited

500,000

5.65

        166,666

 

<3%

Fitel Nominees Limited (Mr David Newton)

500,000

5.65

     2,229,566

 

   3.93%

Redmayne Nominees Limited

300,000

3.39

        100,000

 

<3%

Mr Nick Mustoe*ᶟ

500,000

5.65

    2,090,673

 

   3.68%

Mr Adam Reynolds*ᶟ

125,000

1.41

       989,203

 

   1.74%

Mr Stephen Bourne*ᶟ

 500,000

5.65

       313,724

   0.55%

Mr Simon Lidington

-

-

  10,286,026

 18.12%

Mr Matthew Lynch

-

-

    4,121,470

 7.26%

Mr Paul Clark

-

-

    2,342,682

 4.13%

*¹ the shares pre-Admission are existing ordinary shares of 1p

*² the shares post Admission are ordinary shares of 3p (following a 3:1 share consolidation)

*ᶟ In addition to the shareholdings shown by their name, each of Mr A Reynolds, Mr S Bourne and Mr N Mustoe is a shareholder in Hub Capital Partners Limited.

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/A

(i)         ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

 

i.          31 December

ii.          30 April 2016 - audited financial information Big Sofa Limited

       30 June 2016 - unaudited financial information for 6 months (HubCo Investments plc)

iii.         30 June 2017; 30 September 2017; 30 June 2018.

EXPECTED ADMISSION DATE:

 

19 December 2016

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

SPARK Advisory Partners Limited

5 St John's Lane

London

EC1M 4BH

 

NAME AND ADDRESS OF BROKERS:

 

 Hobart Capital Markets LLP

 8-10 Grosvenor Gardens

 London

 SW1W 0DH

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

 

SPARK Advisory Partners Limited

5 St John's Lane

London

EC1M 4BH

 

The admission document contains full details about the applicant and the admission of its securities.

 

DATE OF NOTIFICATION:

 30 November 2016

 

NEW/ UPDATE:

NEW

 


This information is provided by RNS
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