ATC All Things Considered Group Plc

20 February 2024

All Things Considered Group plc

("ATC", the "Company" or the "Group")

Conditional Subscription to raise c. £2.3 million and Notice of General Meeting

All Things Considered Group plc (AQSE: ATC), the independent music company housing artist representation and music industry services, announces a conditional subscription for 2,232,905 new ordinary shares of £0.01 each in the Company ("Subscription Shares") from new and existing shareholders, at a price of 105 pence per Subscription Share ("Subscription Price"), to raise approximately £2.3 million before expenses (the "Subscription"). The Subscription Price is equal to the closing mid-market price of ATC's ordinary shares on 12 February 2024, being the day prior to which the Company entered into the Subscription.

The Subscription is conditional on receipt of shareholder approval of certain resolutions which will be sought at a general meeting of the Company (the "GM") which will be held at 9.00 a.m. on 8 March 2024 at the offices of ATC, The Hat Factory, 166-168 Camden Street, London NW1 9PT.

A circular containing notice of GM, together with the form of proxy, will be sent to the shareholders of the Company today and will also be available on the Company website, www.atcgroupplc.com.

Net proceeds from the Subscription, being gross proceeds less the costs of the Subscription ("Net Proceeds") will be used primarily to fund the exploration and development of opportunities already identified across the Group's Artist Representation and Direct to Consumer divisions; and to provide balance sheet strength and support for further accretive potential acquisitions and developments in Live Events following the recent acquisition of 50% of Mckeown Asset Limited (announced on 6 February 2024).

The Net Proceeds are expected to be deployed towards reviewing potential new projects and potentially funding their development. This will include looking at projects such as those set out below:

-    in the ATC Experience business;

-    for a new festival developed in association with an artist client;

-    to examine an acquisition opportunity in the Direct to Consumer/merchandising space;

-    to deliver 'Print on Demand' technology in the Direct to Consumer division;

-    enhancing our marketing services division in North America;

-    the potential acquisition of a complementary artist management company; and

-    the further development of bi-lateral relationships in the live agency space to provide a global representation solution for touring artists.

Adam Driscoll, Chief Executive Officer of ATC commented "I am delighted that new and existing shareholders have demonstrated their support for the Company's growth strategy via this £2.3 million fundraise. We have an exciting pipeline of opportunities to expand and develop the business and having a stronger balance sheet provides us with a more robust position to potentially realise a number of them."

If the conditions relating to the issue of the Subscription Shares are not satisfied, including the relevant approvals at the GM, the Subscription Shares will not be issued and the Company will not receive the funds from the Subscription. The Subscription is not underwritten. The Subscription was arranged by Ocean Wall Limited.

This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.

For more information, please contact:

About ATC

ATC Group is an independent music company combining talent management, live booking and direct to consumer within the same group.

The Group is headquartered in London, with offices in Los Angeles, New York and Copenhagen. ATC Group Plc is led by an experienced management team who have operated across multiple music industry sectors.

The Group has an established, long-standing client base which, together with innovative new offerings, gives the Directors confidence that the company is well positioned to capitalise on the opportunities emerging from a disrupted music industry.

The Group's key divisions, grouped under three segments, are:

Artist representation

·    ATC Management (Europe and USA) - artist management and development

·    ATC Live - live event booking agency for artists

Services

·    Sandbag - a market leading merchandising and 'Direct to Consumer' business

·    ATC Media- providing consultancy and development services

·    Your Army USA - marketing and promotions agency specialising in dance and electronic music

·    Familiar Music - synchronisation agency placing music in films, TV, advertisements and other media

·    Minority interest in Driift - a global livestreaming operator

Events

·    ATC Experience - developing live theatrical events and digital experiences with artists

·    McKeown Asset Limited -promoter of live music events and festival management

For more information see: www.atcgroupplc.com