ACT.L Regulatory News (ACT)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SHARES OR OTHER SECURITIES OF ACTUAL EXPERIENCE PLC IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL. 

Actual Experience plc

(the "Company" or "Actual" or "Actual Experience")

Result of Accelerated Bookbuild

Actual Experience plc (AIM: ACT), the analytics-as-a-service company, announces that further to the announcement of the Placing made earlier today, the Company has successfully raised gross proceeds of approximately £4.97 million through a Firm Placing of 4,730,672 Placing Shares and has conditionally raised approximately £5.03 million through a Conditional Placing of 4,793,138 Placing Shares, both at an Issue Price of 105 pence per share.

The Issue Price is at a discount of approximately 13.9 per cent to the mid-market closing price of an existing ordinary share of 122.0 pence on 20 January 2021, the last practicable date prior to the announcement of the Placing.

Application will be made to the London Stock Exchange for the 987,305 EIS/VCT Placing Shares, 3,743,367 General Placing Shares and 4,793,138 Conditional Placing Shares to be admitted to trading on AIM. The Placing Shares, when issued, will be fully paid and will rank pari passu in all respects with each other and with the existing ordinary shares of the Company, including, without limitation, the right to receive all dividends and other distributions declared, made or paid after the date of issue.

It is expected that settlement of EIS/VCT Placing Shares and First Admission will become effective on or around 27 January 2021 and that dealings in the 987,305 EIS/VCT Placing Shares will commence at that time. It is expected that settlement of the General Placing Shares and Second Admission will become effective on or around 28 January 2021 and that dealings in the 3,743,367 General Placing Shares will commence at that time.

On 28 January 2021, following Admission of both the EIS/VCT Placing Shares and General Placing Shares, the Company's enlarged issued share capital will comprise of 52,389,679 Ordinary Shares with voting rights in the Company. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in the interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Application will be made for the admission of 4,793,138 Conditional Placing Shares to trading on AIM and, subject to, inter alia, the passing of the Resolutions by the Shareholders at the General Meeting, dealings in the Conditional Placing Shares are expected to occur at 8.00 a.m. on or around 9 February 2021. Immediately following Third Admission, the Enlarged Share Capital is expected to comprise 57,182,817 Ordinary Shares (assuming that no Ordinary Shares other than the EIS/VCT Placing Shares and the General Placing Shares are issued between the date of this announcement and the Third Admission).

The Circular will be posted on or around 22 January 2021 convening a general meeting of the Company to be held on 8 February 2021 and will be available to download on the Company's website (www. www.actual-experience.com) from 22 January 2021.

Related Party Transaction

M&G Investment Management Limited ("M&G") and Lombard Odier Asset Management Limited ("Lombard Odier") are substantial shareholders of the Company (the "Substantial Shareholders") and therefore classified as related parties under the AIM Rules.

M&G has participated in the Placing in respect of 857,143 Placing Shares and Lombard Odier has participated in the Placing in respect of 1,000,000 Placing Shares (in each case, such participation being split between Firm Placing Shares and Conditional Placing Shares). Participation of both M&G and Lombard Odier in the Placing are considered related party transactions under the AIM Rules.

The Directors, having consulted with the Company's nominated adviser, N+1 Singer, consider that the terms of the Substantial Shareholders' respective participation in the Placing are fair and reasonable insofar as the Company's Shareholders are concerned.

Dave Page, CEO of Actual Experience plc, commented: "We are delighted to have successfully completed this fundraise. We are thankful for the strong support shown by new and existing investors and it is particularly pleasing to welcome new shareholders to the register at this exciting time for Actual Experience.

"In the face of COVID-19, businesses have had to adapt their working practices to involve remote working and new digital collaboration technologies. Because of this, we have seen increased traction from our Channel Partners providing us with increased sales opportunities. The proceeds of the fundraise will allow us to expand our sales and support teams in response to the growing pipeline of sales prospects, and smoothly on-board the Company's new partners. Part of the Placing proceeds will also be deployed to expand the Company's technology development team to facilitate the development of enhanced cloud efficiency and scalability, as well as increased automation of report generation for the Professional Service engagements.

"The Board remains confident and focused in the future growth prospects of Actual Experience and the emerging promise of the pivot towards Professional Services. We are committed to delivering great value for our shareholders and look forward to providing further updates in due course."

Save as otherwise defined, capitalised terms used in this announcement have the meanings given to them in the Launch of ABB Announcement released by the Company earlier today.

This Announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018). The person responsible for arranging the release of this Announcement on behalf of the Company is Steve Bennetts, Chief Financial Officer, of the Company.

Enquiries

About Actual Experience

Actual Experience's goal is to significantly improve the performance of the digital world.

The Company enables its partners to optimise their customers' digital ecosystem to increase productivity and enhance brand experiences through Human Experience Management.

Developed from 10 years of patented academic research and three patents, the Company's Human Experience Management Services analyse the human experience of any digital service. The Company's service provides organisations with actionable information whereby changes to the digital ecosystem can be made to optimise and improve digital experience for customers and employees. For any organisation, this means that their most valuable asset - their employees - are liberated from digital slow time, their online brand reputation can be protected and they can make informed ecosystem investment decisions.

Actual Experience is quoted on the AIM Market of the London Stock Exchange (AIM: ACT). Our corporate headquarters is in Bath, UK. Actual Experience's unique and patented digital analytics-as-a-service is founded on cutting-edge research at Queen Mary University of London.

For further information please visit www.actual-experience.com