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EXCLUSIVE: Ascent Resources Operational Update &
Home::Regulatory News (RNS)::Strategic Agreement HT Media & Capital RaisingBookmark this page
Regulatory News
Strategic Agreement HT Media & Capital Raising
Mon, 18th Jun 2018 07:00
RNS Number : 6250R
Koovs PLC
18 June 2018
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014.
Koovs plc ("Koovs" or the "Company")
Strategic Agreement with HT Media & Capital Raising Update
The Board of Koovs plc (AIM: KOOV), ("Koovs" or the "Company") is pleased to announce that it has entered into a conditional agreement for a 2-year, £24.0m media deal (the "Agreement") with strategic partner HT Media Limited ("HT Media"). HT Media is one of India's largest media companies and owner of the Hindustan Times.
Under the Agreement, and subject to satisfaction of the principal condition set out below, the Company will acquire four £6m tranches of media from HT Media at six monthly intervals over a twenty-four-month period, 70% of which (£4.2m) in each instalment will be satisfied by the issuance of new ordinary shares in the Company to HT Media, with the balancing 30% (£1.8m) to be acquired by Koovs in cash.
Strategic Agreement overview & capital raising update
The Agreement is conditional upon an initial cash raise of at least £6m by the Company (the "Initial Equity Raise"). The Company has already had positive discussions with existing and potential new shareholders regarding support for the Initial Equity Raise. The exact amount of new capital to be raised under the Initial Equity Raise will be determined by the Board in discussion with investors.
On satisfaction of this condition, the Agreement will, in aggregate, provide Koovs with £16.8m of media and advertising services from HT Media in exchange for the issuance of new ordinary shares in the Company to HT Media, alongside which Koovs agrees to commission further media and advertising services from HT Media for £7.2m in cash to be drawn in four tranches over the 2-year period.
The conversion price for the first £4.2m tranche of new shares to be issued to HT Media is to be 10 pence per Koovs share. Thereafter each tranche will be priced at the lower of Koovs' then 3-month average closing share price or the price of the most recent round of equity fundraising by the Company.
Under the Agreement, HT Media will not be obliged to acquire more than 20% of the Company's prevailing total issued share capital and the Agreement is also subject