2 May 2014 07:00
UBC Media Group plc
("UBC" or "the Company")
Update on Audioboo Investment
UBC Media Group (AIM: UBC), the multimedia content and services company today provides an update on its investment in Audioboo Limited ("Audioboo"), and the proposed acquisition of 7digital Group, Inc.("7digital").
As announced previously, UBC signed non-binding Heads of Terms with One Delta plc ("One Delta"), a cash shell quoted on AIM, to acquire the entire issued and to be issued share capital of Audioboo in a potential all share transaction which would leave UBC with a significant stake in the enlarged group ( the "Audioboo Acquisition").
On 1 May 2014 UBC signed a sale and purchase agreement with One Delta under which UBC agreed to sell, and One Delta agreed to purchase, UBC's holding of 4,105,016 ordinary A shares in the capital of Audioboo for consideration of 87,029,307 ordinary shares of no par value in the capital of One Delta ("One Delta Ordinary Shares") at a deemed price of 1.5 pence per share, representing a value of £1.3 million. In addition, under the terms of the sale and purchase agreement, One Delta will issue UBC with 8,765,404 warrants to subscribe for One Delta Ordinary Shares at a price of 1.5 pence per share ("Warrants"). On completion of the Audioboo Acquisition, UBC will own 18.9% of One Delta. Upon exercise of the Warrants, UBC will hold 19.9% of the enlarged group.
One Delta has previously raised £3,485,000 for the purposes of funding Audioboo. The Audioboo Acquisition helps to secure the future of Audioboo, fully funds the business for development and leaves UBC with a significant holding. In addition, One Delta will seek shareholder approval to change its name to "Audioboom Group plc". Following shareholder approval One Delta's AIM trading symbol will become BOOM.
Update on Acquisition of 7digital
Concurrently, as part of the strategy to transform the Company, UBC is in the process of acquiring 7digital, a leading global supplier of digital music services. UBC announced on 17 March 2014 that it had signed Heads of Terms with 7digital and expects to publish an admission document by May 2014. Progress towards that end remains on track and further updates will be made as and when required. In accordance with the AIM Rules for Companies, UBC's shares will remain suspended until the admission document is published or the Company confirms that the acquisition of 7digital is no longer taking place.
Enquiries:
UBC Media Group | 020 7453 1600 |
Simon Cole, Chief Executive | |
Chris Dent, Finance Director | |
finnCap | 020 7220 0500 |
Charlotte Stranner - Corporate Finance | |
Victoria Bates - Corporate Broking |
Powerscourt | 020 7250 1446 |
Giles Sanderson | |
Juliet Clarke |
Notes to Editors
About UBC Media Group
UBC is quoted on the London Stock Exchange's AIM market. UBC is a leading provider of digital content, software and mobile applications. The Group is the largest independent producer of radio programming for the BBC and a provider of entertainment programming to commercial radio stations throughout the UK. Its software division, Unique Interactive, is a global supplier of digital radio text and data services. www.ubcmedia.com
About Audioboo
Audioboo is a platform for mobile and social media that allows consumers to create and share audio and broadcasters to distribute content easily across social media platforms. Content partners include The BBC (which services multiple target channels), Sky News, talkSPORT, The Premier League, Wall Street Journal, ESPN, The Guardian, Mirror Group, Fox Sports and CNBC. Unique monthly listens have increased from five million to over 20 million, with approximately two million registered users at December 2013. Around 2,500 new posts are created every day by approximately 900 different content providers, each lasting an average of 135 seconds. www.audioboo.fm
About 7digital
7digital's core business is to simplify access to the world's music for its partners. By offering a proven, robust and scalable technology platform, coupled with comprehensive music rights, 7digital enables music innovation in the marketplace. Through www.7digital.com and 7digital branded mobile apps, 7digital also serves consumers directly through localised music download stores. More than 25 million songs from major and independent labels are offered in 20 countries. Established in 2004, 7digital employs more than 100 people, and is headquartered in London with offices in San Francisco, New York, Los Angeles, Luxembourg, Berlin and Auckland. 7digital powers services for many of the world's leading brands, including Samsung, BlackBerry, T-Mobile, HMV, McDonalds and Pure.