RE: Gambling18 Jan 2021 13:37
The Board has not called a general meeting of its shareholders and no general meeting is scheduled to take place
· Notwithstanding OTT Holding's claim in the Press Release, that they are the "holder of 5,735,555,554 shares" in the Company, OTT Holdings is not registered as a holder of any shares in the Company by the Company's share registrar
· Initial enquiries suggest that OTT Holdings is a Cyprus based developer of hotels, and which does not appear to have any commercial interest or experience in the social media and publishing industry in which the Company conducts its operations
· As part of the process of being satisfied as to who is the ultimate owner of these shares (and whether there are any connected parties acting in concert), the Company is seeking to clarify how the ultimate owner of these shares acquired them, on what basis and whether they are acting in concert with other shareholders
Further, the Board notes the allegations made by OTT Holdings in the Press Release concerning an alleged lack of commercial progress which is completely refuted by the Board. The Company has continued to make substantial progress in increasing the revenues and developing the operations of the Company, enabling it to move towards its aim of being profitable. In the last 22 months the Board has had to restructure the previous WideCells business that was close to insolvency and has built a new media business from zero revenues to now running at an annual revenue run rate of over £1m a year. The large majority of these revenues come from management service agreements which Iconic was only able to obtain because of the skills and experience of the Board in managing digital media businesses. It should also be noted that during the last 20 months, the Board members and the Company's advisors have deferred substantial parts of their salaries and fees in order to invest in the growth of the Company.
The Company agrees that OTT is correct in identifying that the involvement of European High Growth Opportunities Securitization Fund ("EHGOF") in the Company pre-dates the involvement of any of the current board members or David Sefton.
It is also noted that the Board inherited the convertible financing structure put in place by the previous management team with EHGOF and subsequently the Board has been very clear that it believes the share price of the Company has been negatively affected by this type of facility
The facility with EHGOF was terminated by the Company when EHGOF refused to provide the investment monies due under a loan note for which it had subscribed. The Company considers the obligation to provide investment monies was, following a subscription for the loan notes by EHGOF, unconditional and was the sole purpose of the Company entering into the facility. This followed several instances of EHGOF being late in providing investment monies when obliged to do so, but the Company does not know the reason why
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