CIP.L Regulatory News (CIP)

16 August 2021

CIP MERCHANT CAPITAL LIMITED

("CIP" or the "Company") 

Proposed Further Investment in Brave Bison Group plc

CIP is pleased to announce that, further to Brave Bison Group plc's (AIM: BBSN) ("Brave Bison") announcement of 13 August 2021, it has conditionally agreed to invest a further £1,248,750 in Brave Bison by way of participation in its proposed placing (the "Placing") to raise, in aggregate, approximately £6.2 million at a price of 1.35 pence per ordinary share of 0.1 penny each in the capital of Brave Bison ("Bison Shares") (the "Proposed Further Investment"). Brave Bison is a social media and marketing group quoted on AIM, a market operated by London Stock Exchange plc, and is seeking to acquire the entire issued share capital of Greenlight Digital Limited and Greenlight Commerce Limited (together, "Greenlight") for an aggregate consideration of c.£6.84 million in cash and shares (the "Acquisition").

The Proposed Further Investment is conditional on, inter alia, shareholder approval of certain resolutions to be proposed at a general meeting of Brave Bison, to be held on 31 August 2021 and admission of the 455,555,560 Bison Shares, to be issued pursuant to the Placing, to trading on AIM which is expected to occur on 1 September 2021. On completion of the Placing, CIP will acquire a further 92,500,000 Bison Shares for consideration of £1,248,750, to give it a resultant total shareholding of 164,346,407 Bison Shares, representing approximately 15.3 per cent. of Brave Bison's enlarged issued share capital.

CIP sees in the Acquisition a strong rationale given the transformational nature of the Acquisition that is expected to be significantly earnings accretive for Brave Bison in the current year and beyond. In its FY2020, Greenlight generated revenue of c.£14.3 million and Adjusted EBITDA of c.£0.8 million, thereby approximately doubling the Brave Bison group's revenues on a pro-forma basis. The Acquisition represents a strategic leap for Brave Bison through the acquisition of in-demand and high-growth digital-first capabilities, such as Paid & Organic Media and eCommerce Technology. The combination with Greenlight brings new talent, new services and new opportunities to the Brave Bison group, including further expansion into the APAC region using Brave Bison's existing operations in Singapore as a beachhead.

Brave Bison, in the year ended 31 December 2020, achieved revenue of approximately £14.5 million (approximately £7.3 million in the first half of 2021), a gross profit of approximately £4.0 million (approximately £2.0 million in the first half of 2021) and a loss before tax of approximately £2.3m (profit before tax of approximately £0.2 million for the first half of 2021). As at 30 June 2021, Brave Bison had cash and cash equivalents of approximately £3.0 million and net assets of approximately £0.9 million.

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The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018.