Proposed transaction and suspension of listing
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
17 October 2023
Amigo Holdings PLC
("Amigo" or the "Company")
Proposed transaction and suspension of listing, appointment of Sponsor and Board update
Amigo Holdings PLC (Amigo), a provider of mid-cost credit in the UK that is currently in an orderly solvent wind down, today announces that it has entered into an exclusivity agreement with Craven House Capital plc and others, ending 14 December 2023, to enable them and the Company to further explore transactions which could result in:
- Amigo (or a company in its group) acquiring the early stage businesses of music streaming service ONE Bas.com; worldwide digital magazine platform Magazinos; film streaming service TV Zinos, and payments provider Payzinos (together the "Assets") in return for newly issued shares in Amigo; and
- a cash subscription, expected to be at least £5m, for newly issued shares in the Company (together the "Proposed Transactions").
At this very early stage there can be no certainty that the Proposed Transactions will take place and it remains subject to, amongst other things, formal terms being agreed and completion of due diligence and receipt of regulatory approvals. This announcement is being made to allow discussions to progress.
At the request of the Company, the FCA has suspended the Company's listing on the Premium segment of the Official List and trading on the Main Market of the London Stock Exchange has also been suspended as of 7.30am today, pending the publication of further details on the Assets and the enlarged Company or an announcement that the transaction is not proceeding. The Company has requested the temporary suspension because of the lack of information about the Assets in relation to the Proposed Transaction, which could prevent the smooth operation of the market in the shares of the Company.
On the basis that the Proposed Transactions are completed on the above indicated terms, existing shareholders in Amigo would be significantly diluted. The costs of any future transaction would be paid by the proposed new investors even in the event that the proposed transaction does not complete.
As after an extensive search for new finance for Amigo's lending business, the Directors have concluded that securing such new finance is effectively not possible, the Proposed Transactions would potentially deliver some longer term value to existing shareholders.
The Scheme of Arrangement and the wind down of Amigo's historic lending business continue to their existing timetable.
Danny Malone, CEO of Amigo, commented: "Over the past few months we have remained open to investment opportunities that would allow the business to restart, but have always said the likelihood of success to be very low. Unfortunately, that has been the case. The Proposed Transactions offer a solution that, if complete, would deliver some small value to shareholders which wouldn't be possible otherwise."
As part of the arrangement to further advise on the Proposed Transactions, the Company has appointed Beaumont Cornish Limited as Sponsor to the Company.
The Company announced on 16 May 2023, that Danny Malone, the CEO had resigned as a director and would leave the Company, after serving out his 6 months' notice period, on 15 November 2023. Further to this announcement of the Proposed Transactions, the Board has asked Danny to continue in the role as CEO until 31 December, to help with the negotiations of the Proposed Transaction.
Further announcements will be made in due course.
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014. The person responsible for this announcement is Roger Bennett, Company Secretary.
Notes to editors:
Media enquiries
Tony Langham
tonyl@lansons.com or 07979 692287
or
Further details on the proposed transaction:
ONEBas.com is a music streaming service, based in Norway, offering free streaming of music.
Magazinos is a worldwide digital magazine platform. Magazinos.com was founded in 2014 in Stockholm, Sweden by a team of Swedish and Norwegian tech entrepreneurs.
TV Zinos was founded in 2019 by a group of tech entrepreneurs in Sweden as a TV / Film streaming service for global distribution.
Payzinos is a payments business currently in development following a previous pilot. For a regular subscription it hopes to offer consumers international money transfer and discounted international calling from partner telecommunication service providers.
About Amigo Loans
Amigo is a public limited company registered in England and Wales with registered number 10024479. The Amigo Shares are listed on the Official List of the London Stock Exchange. On 23 March 2023 Amigo announced that it has ceased offering new loans, with immediate effect, and would start the orderly solvent wind-down of the business. Amigo provided guarantor loans in the UK from 2005 to 2020 and unsecured loans under the RewardRate brand from October 2022, offering access to mid‐cost credit to those who were unable to borrow from traditional lenders due to their credit histories. Amigo's back book of loans is in the process of being run off with all net proceeds due to creditors under a Court approved Scheme of Arrangement. Amigo Loans Ltd and Amigo Management Services Ltd are authorised and regulated in the UK by the Financial Conduct Authority.
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