Last checked at 8 Dec 2020 07:00
8 December 2020
Audioboom Group plc
("Audioboom", the "Group" or the "Company")
Further use of podcast content funding guarantee arrangement
Issue of warrants with exercise price of £3.30 per share
Audioboom (AIM: BOOM), the leading global podcast company, has further utilised the Company's content funding guarantee facility (the "Facility"), which was first announced on 17 June 2019, in relation to the signing of a major new podcast partner. The podcast is a leading US-based show that has consistently appeared in the Apple Podcasts Top 100 over the past five years.
The Facility is provided by SPV Investments Ltd (the "SPV"), a special purpose vehicle owned equally by Michael Tobin, the Company's Chairman, and Candy Ventures sarl, the Company's largest shareholder.
The Facility was created to provide minimum revenue guarantees up to an aggregate of US$4 million at any one time to certain leading new content providers or, on contract renewal, to existing content partners of the Company. This secures the minimum guaranteed advertising revenue share payable to the content partners pursuant to their commercial agreements with Audioboom without tying up the Company's working capital. The provision of guarantees remains very much an exception when negotiating terms with content partners and the guarantees from the SPV are only used to secure leading, high profile, high revenue producing podcasts.
Following this latest use of the Facility, the remaining amount currently available under the Facility is approximately US$1.0 million.
Pursuant to the terms of the Facility, the provision of this latest guarantee by the SPV has led to a grant of 31,250 warrants to subscribe for ordinary shares in the Company, split equally between Michael Tobin and Candy Ventures sarl. The exercise price of these warrants will be £3.30 per share each, with such warrants being exercisable for five years from grant. A total of 100,000 warrants have now been issued pursuant to the Facility, which is the maximum number of warrants being capable of issue in this regard.
The Facility is distinct from the loan facility provided by the SPV as announced on 7 February 2020.
The FCA notifications in respect of the grant of warrants, made in accordance with the requirements of the EU Market Abuse Regulation, are appended below.
Enquiries
Audioboom Group plc | Tel: +44(0)300 303 3765 |
Stuart Last, Chief Executive Officer Brad Clarke, Chief Financial Officer |
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Allenby Capital Limited (Nominated Adviser and Broker) | Tel: +44(0)20 3328 5656 |
David Hart /Alex Brearley/Asha Chotai |
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About Audioboom
Audioboom is a global leader in podcasting - our shows are downloaded more than 85 million times each month by 25 million unique listeners around the world. Audioboom is ranked as the 6th largest podcast publisher in the US by Triton Digital.
Audioboom's ad-tech and monetisation platform underpins a scalable content business that provides commercial services for a premium network of 250 top tier podcasts, with key partners including 'Casefile True Crime' (US), 'Morbid' (US), 'True Crime Obsessed' (US), 'The Morning Toast' (US), 'No Such Thing As A Fish' (UK), and 'The Cycling Podcast' (UK).
The Audioboom Originals Network is a slate of content developed and produced by Audioboom including 'Baby Mamas No Dramas', 'Covert', 'It's Happening with Snooki & Joey', 'Mafia', 'Huddled Masses' and 'What Makes A Killer'.
Audioboom operates internationally, with operations and global partnerships across North America, Europe, Asia and Australia. For more information, visit audioboom.com. The platform allows content to be distributed via Apple Podcasts, Spotify, Pandora, Amazon Music, Deezer, Google Podcasts, iHeartRadio, RadioPublic, Saavn, Stitcher, Facebook and Twitter as well as a partner's own websites and mobile apps. For more information, visit audioboom.com.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them:
1
| Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Candy Ventures SARL | ||||
2 | Reason for the notification | |||||
a) | Position/status | Candy Ventures SARL is a person closely associated with Audioboom Group plc's Non-Executive Director, Steven Smith who is a person discharging managerial responsibilities | ||||
b) | Initial notification /Amendment | Initial notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Audioboom Group plc | ||||
b) | LEI | 213800QO681575J97813
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4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
a)
| Description of the financial instrument, type of instrument Identification code | Warrants over ordinary shares of no par value
ISIN: JE00B5NFKB77 | ||||
b) | Nature of the transaction | Grant of Warrants | ||||
c) | Price(s) and volume(s) |
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d)
| Aggregated information - Aggregated volume - Average Price |
N/A
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e)
| Date of the transaction | 7 December 2020 | ||||
f)
| Place of the transaction | Outside of trading venue - grant of Warrants | ||||
1
| Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Michael Tobin | ||||
2 | Reason for the notification | |||||
a) | Position/status | Non-Executive Chairman | ||||
b) | Initial notification /Amendment | Initial notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Audioboom Group plc | ||||
b) | LEI | 213800QO681575J97813
| ||||
4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
a)
| Description of the financial instrument, type of instrument Identification code | Warrants over ordinary shares of no par value
ISIN: JE00B5NFKB77 | ||||
b) | Nature of the transaction | Grant of Warrants | ||||
c) | Price(s) and volume(s) |
| ||||
d)
| Aggregated information - Aggregated volume - Average Price |
N/A
| ||||
e)
| Date of the transaction | 7 December 2020 | ||||
f)
| Place of the transaction | Outside of trading venue - grant of Warrants | ||||
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