17 Sep 2020 08:29
Two Shields Investments plc
("Two Shields Investments" or the "Company")
17 September 2020
Statement re share price movement; reverse takeover of BrandShield
The Board of Two Shields Investments plc (AIM:TSI), notes the recent movement in the Company's share price and comment on social media.
TSI confirms that it has agreed terms for an acquisition of BrandShield Ltd ("BrandShield") in a share for share offer, and is in the advanced stages of finalising an accompanying equity raise.
BrandShield is a cybersecurity company offering online threat intelligence for companies globally. The Company currently has an 11.34% shareholding in BrandShield and a convertible loan note subscription of $1.8m, which if exercised would take its total holding to c20%.
Should the acquisition of BrandShield ("Acquisition") proceed, it would constitute a reverse takeover in accordance with AIM Rule 14 of the AIM Rules for Companies. Accordingly, the Company's shares have been suspended from trading on AIM earlier this morning, and will remain so until either the publication of an admission document setting out, inter alia, details of the proposed transaction or until confirmation is given that discussions have ceased.
Shareholders should note that the Acquisition is subject to the finalisation and signing of a share purchase agreement and placing agreement, and there can be no certainty therefore at this time that the Acquisition will proceed as envisaged.
Further announcements will be made as appropriate.
For further information please visit https://twoshields.co.uk/ or contact:
Andrew Lawley | Two Shields Investments Plc
| +44 (0)20 3143 8300
|
Neil Baldwin / Andrew Emmott | Spark Advisory Partners Limited (Nominated Adviser)
| +44 (0) 20 3368 3554 |
Andy Thacker | Turner Pope Investments (TPI) Ltd (Joint -broker)
| +44 (0) 20 3657 0050 |
Robert Emmet | Optiva Securities Limited (Joint -broker)
| +44 (0) 20 3137 1902 |
Robin Tozer / Bob Huxford
| Newgate Communications (PR)
| +44 (0) 203 757 6880 |
Notes to Editors:
Two Shields Investments plc, the AIM quoted investment company with a strategy to build a portfolio of high-quality investments in fast growing, scalable digital and technology enabled businesses, including those in the cyber security, e-commerce services and consumer sectors. The Company has appointed an experienced Board of Directors with a proven pedigree in the origination, acquisition, development & sale of projects and creating value for shareholders. The investment mandate covers unquoted and quoted businesses, as well as direct project investment. Where appropriate the Board will apply its extensive combined experience to directly support investee businesses achieve their growth potential.