Member Info for LOTM-13

LovableTB

You have roughly 0.1% currently, which is what matters.

But if you don't want to join in that's your choice, just because you didn't get somewhere it doesn't mean WE won't get somewhere.

At least we will have tired to do something rather than just give up like you are doing, which is exactly what they want.

LOTM

Hi LovableTB,

I provided a template to help save time & said to edit it as you see fit, for what suits you.

The important point is to get it done & sent in.

Or are you simply going to do nothing other than vent here?

LOTM

Hi Mozax,

You think the horse has bolted I don't.

The shares that they can still issue without needing our agreement 53.71M we can do nothing about & that sadly will go through.

I believe there are several other funding options available that do not cause the dilution there trying to inflict upon us.

I'm trying to explore some of them, but really need others to also stand-up & be counted & I'm hoping your one of them & that you'll send an email in.

LOTM

So Stampee1 get off your butt & do something about it.

Your not being asked to do much at the moment to help out.

Or are you just going to vent here & not actually do anything about it ?

LOTM

So ........

LovableTB,

saxman303,

Mozax,

TheSoundMan,

Stampee1,

Laura2022,

cabp*ssy,

WalkieTalkie,

wakeyInvestor,

bankrupty,

Merciaman,

Bluefin1,

Buydipsellrepeat,

& Anyone else

Please take 10 mins & get an email sent into them.

Thanks

LOTM

Dear Board Member,

I am currently a shareholder in the company with a shareholding of over (X Shares or X%).

I find the events of the past few day's extremely disappointing to say the very least & the timing of it makes absolutely no sense at all. While I along with other existing shareholders knew the company was very likely to need additional funding to see it through to break-even on a monthly basis. Everything that has been said publicly, be it through the company blog, company LinkedIn account or LinkedIn accounts of Directors & senior executives in recent weeks, would indicate that the company's prospects are very good indeed & speeding up ....

Yet here we are receiving news that the company has undertaken a massive share placing, not only has it placed those shares at a truly horrendous discount of 43% to the then share price, it has then gone ahead & placed an additional 64M shares when it didn't need to. Resulting in further massive dilution for existing shareholders who are seeing there ownership of the company being diluted by 100% now.

Last Year's share placing of a similar size was done at a discount of just 4.8% to the mid market price.

Have you No shame or integrity ?

You want us to believe that this is the best you can achieve on our behalf.

That this is the best timing to initiate such action, when according to the company posts we are about to be unveiled by the major Content providers at the up coming Upfronts24 in less than 2 weeks time, or the "soon" to be released Microsoft Webinar wouldn't have brought much more attention to the company from investors?

That was before the said RNS made public that an additional 32% of USA content providers are now in detailed talks with the company, or the C4 & Sky contracts news. News never made public until now, yet likely to have increased investor interest in the company had it been released previously.

Part 2

The company has not engaged with its shareholders in a very long time, no updated presentation since August 2023. No webinar's or Introduction to the company events or attended Investor event's, to get the Mirriad name known to Investors & new shareholders on the register.

No none of that occurred, did you even try accessing the funds required through other means ?

Instead out of the blue we see a rushed & botched share placing that you believe is the best method of funding the company through to break-even & even then you can't project which quarter of 2025 you currently expect to break-even.

The Executive Directors & the rest of the board have a lot of explaining to do & quite frankly there is now NO trust whatsoever between existing shareholders & this board of directors.

I see on public websites that a group of existing shareholders seem to be joining together to tackle this matter & unless the company comes up with some detailed explanations in the next few days to address all of there concerns. I'll have to seriously consider either joining them or voting as they do at the upcoming GM & AGM where given what's occurred every single member of the board should be putting themselves forward (no matter when they were last approved) for re-election to see if shareholders want them to remain with the company or not.

I also believe from the sites that they have recently submitted an interesting idea for funding the company instead of the one the company's proposed, I hope it is urgently being given serious consideration or something similar.

A very disgruntled Shareholder.

Hi Everyone,

I hope you will read this thread & give a hand to let the Mirriad Board of Directors know just how annoyed we all are over this pathetically priced fund raiser & the excessive dilution it is causing.

I have drafted a rough email, I hope you will spend a few minutes reading it & then copying it to your own email accounts, edit it as you see fit & then send it in the the company. The more that take part the more notice the company will take in it.

I have send a number of emails into the company with a series of questions in them & have asked for the answers to be released in an RNS, so that all shareholders are fully informed with what's going on at Mirriad.

I'm also doing plenty of other things in the background to get the company to see the mistakes it has made & to change course.

There will no-doubt be a group who despise what I'm doing & won't go along with, that's there choice. I for one am not going to let this matter rest.

LOTM

2phevs

Could you please stop the posting for a little while, I want to write something here & for everyone to be able to read it & digest it, I don't want it lost in a barrage of posts.

Thanks

LOTM

That by the way, would provide the company with 2 new tool to show investors the progress it is making. Each month it can publish how much is available to it in the form of undrawn Content provider loans. Investors will then know how much borrowing room the company still has. The company can also state how much it has drawn down of the bank loans & it can do this in a smart way. When it gets access to the loan first of all, it draws down in the 1st month, the amount it needs for that month (plus an additional £1M to give it a working capital buffer) after that it simply draws down each month the amount it needs to return its cash balance to that of the previous month, thus effectively showing the cash-burn rate for each month, as revenue starts to come in from more & more of the content providers the draw downs will decrease in size, thus showing the rate of progress towards reaching break-even.

LOTM

I believe the company should have been looking at this as an alternative way of funding itself until it got to break-even (or very close to it)

They resolve should have approach lenders to see if they can borrow money from them at say up to 12% PA, on the basis of having in place guaranteed undrawn loans from major content providers around the world. Which could be drawn to repay the lender if necessary, with the lender allowing the company to borrow from them up to 50% of the value of those in place guarantees. So if the company had $12M of those guarantees (£10M) the lender would then let the company draw down £5M max. The lender will give the company 60 days notice should it require re-payment of the loan & the loan has 2 year's duration.

The company then has a clause inserted into every contract that it is now negotiating with Content providers & any others on the supply side of things stating that the Content provider will make available an upfront loan to Mirriad on the following terms (the loan would be provided within 30 days of requesting it) for any provider under $250M in size ( company value) (they are exempt - but could agree to one if they so choose) those under $500M a $1M loan facility, under $1Billion a $2M loan facility & above $1Billion a $5M loan facility.

Should Mirriad draw down any of the loans then the content provider is entitled to 1.5 times the amount drawn down from what would have been Mirriad's share of the revenue generated through its product with the content provider until payback is reached, once payback has been achieved Mirriad will then receive its share of the revenue as per normal.

The company could also go back to those already signed up to see if they will agree to the same condition being applied to there agreement's. Why would they agree to this, because having such agreements in place will allow Mirriad to expand its workforce in the short term to speed up its Programmatic Sales capabilities as well as systems integrations. That in turn will lead to a quicker delivery of the finished product to the content provider & thus generate revenue for them ahead of the current schedule & therefore its in there interests to agree to it.

All loans should have 1 year time limit within which Mirriad can activate the loan.

LOTM

By the looks of it some of that 60M shares was bought today 7th of May.

LOTM

Dr Cooley,

Has just bought another 60M shares in CPX

LOTM

LovableTB,

No sadly your back-tracking you said they had specifically mentioned both NBCU & Amazon as risks to the business, which they haven't & you've been making that assertion for several days now.

The 16th May announcement say's they expect others to enter the market & welcomed the idea as it would then lead to "adoption of in-content advertising as a new advertising format."

I've read numerous documents during my research LovableTB & I continue to do so, some multiple times over.

Yes there are things I miss & some I interpret differently to others that's for sure.

Of course there are risk's, which business doesn't have risks ?

LOTM

LovableTB,

I've just looked all through the risk section of the annual report pages 23 - 27 & there is no mention of NBCU or Amazon in there. Or in any of the notes to the accounts that I can see.

So which page of the annual report are you referring to ?

They are mentioned in the 16th May 2023 document in the section I copied earlier not in the risk section of that announcement.

LOTM

Hi LovableTB,

From very early on in research of Mirriad, I kept asking myself this question, given the 2026 projections in the August 2023 presentation, why on earth have at least one of the Content providers not just swallowed it up ?

& If not one of them then why not one of the the major ad agencies or such like, as it would give them such a competitive advantage over its rivals.

I still can't find an answer & yes I still keep asking those same questions of myself each & every day.

LOTM

Hi LovableTB,

I've just been going over last years document & I believe you are totally mistaken by the context in which NBCU & Amazon are listed.

They are under the section listed as

2. BACKGROUND TO AND REASONS FOR THE FUNDRAISING AND USE OF PROCEEDS

On 20 January 2023, the Company announced a strategic review of its business, including a formal sale process, to consider all options to secure future value for stakeholders (the "Strategic Review"). On 14 April 2023, the Company concluded that there was no prospect that an offer for the issued and to be issued share capital of the Company would be forthcoming and accordingly announced the termination of the formal sale process. Raising additional equity capital was explicitly considered as an option as part of that announcement. Having continued to review the business and its operations, the Directors now consider that an equity capital raise is in the best interest of all stakeholders. The Company anticipates that the net proceeds of the Placing will be sufficient to finance the business until the end of June 2024 and that the Company will need to secure additional funding in order to achieve cashflow break even which it anticipates achieving in 2025.

The Directors believe that the Company has been instrumental in driving awareness of the potential for in-content advertising and that the market is becoming increasingly receptive to the possibilities and potential of this form of advertising and to the Company's proposition. This is demonstrated by:

1. the announcements made by Amazon and NBCU that they were, or intended, to enter the in-content advertising market;

2. conversations that the Company is having with a number of Tier 1 content supply businesses in the US. The Company is working with five of the top ten largest content supply companies in the US and in dialogue with another four;

3. the number of large advertisers who are interested in the Company's products. The Company is working with nine of the top twenty largest spending advertisers in the US and in dialogue with six more; and

4. the fact that the Company is partnering with an increasing number of advertising technology ("adtech") companies for the purpose of deploying in-content advertising programmatically. The Company is working with nine of what the Directors believe are the fifteen largest adtech companies in the programmatic advertising space in the US.

The Directors expect other major media and adtech companies to enter the in-content market over the next twelve months. The Directors believe that ultimately this will lead to an industry-wide development and adoption of in-content advertising as a new advertising format.

They are not in the risks to the business section at all

LOTM

Thanks for all the input LovableTB.

I guess we're going to have to wait & see if both NBCU or Amazon have given up competing against us (in the short term at least) otherwise why would they be negotiating to use our product ?

I guess we will see who unveils themselves next week at Upfronts as working with Mirriad maybe that will shed a little more light on the matter.

Catch you later, I've got several emails to try & finish writing today ahead of tomorrow & I'm way behind with them.

LOTM

LovableTB,

As I've said several times to you now, yes the pipeline is a concern to me but no where near as much as it is to you currently.

We differ around "Programmatic"

We are in Manual mode currently or I think I've seen it being referred to as version 2.0

Its Version 3.0 that has been developing/testing or whatever else you want to call it & should be (or is meant to be) Live and generating revenue in this quarter with 1 Content provider with 4 others running slightly behind them.

That is what is meant to be the game changer.

We can only wait & see if that turns out to be true or not.

LOTM

Hi LovableTB,

You've said a lot of what you've just written before. I totally get the concerns.

However you didn't answer my question.

So I'll repeat, its not a trick question I genuinely want to know your thoughts on it .....

"Why did 40% of USA content providers sign up for it & another 47% are in active discussions to do so ?

If its not going to generate meaningful revenue for these extremely large companies then why on earth would they sign up & dedicate teams of there own staff to sales & marketing for it? "

Thanks

LOTM