17 Mar 2014 07:00
UBC Media Group plc
("UBC" or "the Company")
Update on Proposed Acquisition and Audioboo
UBC Media Group (AIM: UBC), the multimedia content and services company today provides an update on the proposed acquisition of 7digital Group, Inc. ("7digital") and on its investment in Audioboo.
Proposed Acquisition of 7digital
The Company announced on 25 November 2013 that it had entered into a Letter of Intent with privately owned 7digital with a view to creating a new publicly listed company combining the broadcast assets of UBC, including its investment in Audioboo, with those of 7digital. 7digital is a leading supplier of digital music services with a library of 25 million tracks. Both UBC and 7digital believe that the growth of digital music services is increasingly linked to the growth of listening to radio online and on mobile, creating a need for hybrid services which incorporate both radio listening, curated playlists and on demand music.
UBC is pleased to announce that it has now signed Heads of Terms with 7digital, outlining the detailed material terms of the potential acquisition of 7digital by UBC ("the Acquisition") and has agreed a period of exclusivity up to 4 April. The Acquisition, if consummated, would constitute a reverse takeover under Rule 14 of the AIM Rules for Companies and will therefore be conditional, inter alia, upon the publication of an admission document by the Company and the approval of UBC's shareholders at a general meeting. UBC expects to publish an admission document by the end of May 2014 and further updates will be made as and when required. In accordance with the rules of AIM, UBC's shares will remain suspended until the admission document is published or the Company confirms that the Acquisition is no longer taking place.
Update on Audioboo Investment
As announced previously, Audioboo, the fast growing audio social network, has been seeking further investment in order to support its development and growth.
To that end, UBC is pleased to announce that it has signed non-binding Heads of Terms with One Delta plc, 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. One Delta has announced today that it has raised £3,485,000 through the issue of new ordinary shares and confirmed the transaction. UBC currently holds 39% of the ordinary share capital of Audioboo. If the transaction completes as currently envisaged, UBC would hold just under 20% of One Delta plc.
Simon Cole, Chief Executive of UBC commented:
"I am pleased that our strategy is progressing on track, and thank shareholders for their patience whilst we complete this transformation of the Company. Our aim is to create a new public company via 7digital which will be perfectly placed to exploit the rapidly developing market for online and mobile music services. The evidence is that the growth in this market will be in curated services which consolidate music and radio in one place and our new company will be perfectly placed here. Our strategic investment in Audioboo compliments this well and I'm pleased that today we have found a way to both finance Audioboo's future at a good valuation and secure value for our shareholders in any future growth."
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 |
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 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.