19 December 2018
Fandango Holdings Plc
("Fandango" or the "Company")
Possible Acquisition and Suspension of Listing
Fandango Holdings plc, the investment company focused on the industrial and services sectors, is pleased to announce that it has signed a non-binding Heads of Terms agreement to acquire the entire issued share of Konnect Mobile Communications Inc. ('Konnect' or the 'Acquisition'), a Canadian fintech company focused on the mobile payment sector. Konnect, which to date has invested in excess of CDN $10m in technology, is a 100% owner of PaySocial Inc., a disruptive secure and real time mobile banking and bill payments eWallet. The Acquisition, if completed, would result in Fandango shareholders having a minority interest in the enlarged group (the "Group").
The Acquisition is subject, inter alia, to the completion of due diligence, documentation and compliance with all regulatory requirements, including the Listing and Prospectus Rules and, as required, the Takeover Code.
The Acquisition, if it proceeds, will constitute a Reverse Takeover under the Listing Rules since, inter alia, in substance it will result in a fundamental change in the business of the issuer.
As the Acquisition will constitute a Reverse Takeover under the Listing Rules, the Company has requested that the listing in the Company's ordinary shares be suspended pending the publication of a prospectus and the application for the enlarged Company to have its Ordinary Shares admitted to the Official List and to trading on the main market for listed securities of the London Stock Exchange.
The Company is working on the preparation of a prospectus in relation to the Acquisition and will, in due course, be making application for the enlarged Company to have its Ordinary Shares admitted to the Official List and to trading on the main market for listed securities of the London Stock Exchange.
The Company will update shareholders as the matter progresses.
For further information visit www.fandangoholdingsplc.com or contact the following:
Fandango Holdings plc
Fandango Holdings plc
Tel: +44 7930 445691
Isabel de Salis
St Brides Partners Ltd
Tel: +44 (0) 20 7236 1177