TIDMVOX
RNS Number : 5370E
Vox Valor Capital Limited
31 October 2022
NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED
STATES, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH
AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION.
This announcement is an advertisement that is being published in
connection with the admission of the Company's issued, and to be
issued ordinary share capital, to the standard segment of the
Official List and to trading on the London Stock Exchange PLC's
Main Market for listed securities ("Admission") in respect of which
the Company has published a prospectus dated 30 September 2022
which is available from
www.vertucapital.co.uk/page/investor-relations/ and
www.voxvalor.com/investors ("Prospectus"). This announcement is not
and does not constitute or form part of, and should not be
construed as, an offer of securities for subscription or sale in
any jurisdiction nor a solicitation of any offer to buy or
subscribe for, any securities in any jurisdiction, nor shall it or
any part of it, or the fact of its distribution, form the basis of
or be relied on in connection with, any contract or commitment
whatsoever. This announcement does not constitute a recommendation
regarding any securities. Prospective investors should not
subscribe for or purchase any securities on the basis of this
announcement. Investors may invest in the Company's securities
solely on the basis of the information in the Prospectus (together
with any supplementary prospectus, if relevant,) including the risk
factors set out therein, provided that (i) they are not subject to
the laws of a jurisdiction in which the release, distribution,
publication, directly or indirectly, in whole or in part of this
announcement or the Prospectus might constitute a violation of the
relevant laws or regulations of such jurisdiction and (ii) their
subscription will not place the Company in breach of the laws of
the jurisdiction that apply to the prospective investor.
31 October 2022
Vox Valor Capital Limited
("Vox Valor" or the "Company")
ADMISSION TO TRADING ON THE MAIN MARKET, ACQUISITION AND FIRST
DAY OF DEALINGS
Vox Valor Capital Limited (LSE: VOX) , formerly Vertu Capital
Limited, is pleased to announce that its entire issued ordinary
share capital consisting of 2,368,395,171 ordinary shares of
GBP0.01 each ("Ordinary Shares") will today be admitted to the
Official List (by way of Standard Listing under Chapter 14 of the
Listing Rules) and to trading on the London Stock Exchange's Main
Market for listed securities (together, the "Admission"). Dealing
will commence at 8.00 a.m. today 31 October 2022, under the ticker
"VOX".
Highlights
-- The acquisition of Vox Capital Limited ("Vox Capital"), which
will complete immediately prior to Admission, results in the
Company acquiring a London based technology and digital marketing
group ("Acquisition").
-- Vox Capital owns UK mobile marketing services and technology
business, Mobio Global, which provides performance-based mobile
marketing services to promote mobile apps and websites to its
customers. Vox Capital also has a minority holding in app
management company, Airnow plc.
-- Following Admission, the Company will utilise Vox Capital's
expertise in building and scaling companies to develop Mobio
Global's business internationally and to acquire companies or
businesses in the Martech (marketing technology), digital content,
mobile games and digital marketing sectors.
-- The Directors believe that the way in which mobile apps and
games are marketed and the rise of paid user acquisition is
creating a significant tailwind for companies that provide
digital/mobile marketing services or that provide digital/mobile
marketing or advertising technology solutions.
-- Following Admission, the Company will have 2,368,395,171
Ordinary Shares in issue. (Shareholders should use this figure as
the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change to
their interest in the Company, under the FCA's Disclosure Guidance
and Transparency Rules).
-- On Admission, Vox Valor Holding Ltd will become the Company's
largest shareholder, owning 62.64% of the Company's issued share
capital. A representative of Vox Valor Holding Ltd, Mr Konstantin
Khomyakov, will at Admission join the board of the Company.
-- On Admission, Mr John Booth and Mr Rumit Shah will be
appointed as non-executive chairman and non-executive director of
the Company respectively. Kiat Wai Du and Shunita Maghji will
resign from their roles of non-executive directors of the Company
at Admission.
-- On Admission, Rada Palanisamy will resign as company
secretary of the Company and Konstantin Khomyakov will be appointed
the Company's secretary.
-- The Board believes that the Acquisition and Admission will
assist the Company in building its profile and implementing its
strategy of growing Mobio Global's business internationally.
John Booth, Chairman of Vox Valor , commented:
"We are pleased to complete the Acquisition and Admission as
this marks the first step in our journey of growing both the Vox
Valor Capital group and Mobio Global organically as well as through
acquisitions of companies in the marketing tech, advertising
technology and digital content space. We are already seeing
significant revenue growth and more diversification of Mobio
Global's revenue base in the UK and Europe and we are excited by
the potential of Mobio Global Inc, soon to commence trading in the
United States. We are confident in our ability to acquire more
businesses for the group in the foreseeable future and that our
listing on the London Stock Exchange will give us greater
flexibility in financing such acquisitions."
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
-S -
For additional information please contact:
Simon Retter
Tel: +1 (345) 949-4544
Email: ir@voxvalor.com
Novum Securities Limited
David Coffman / George Duxberry
Tel: +44 (0)207 399 9400
NOTES TO EDITORS:
ABOUT VOX VALOR CAPITAL LIMITED
Vox Valor Capital Limited is the holding company for Vox Capital
Limited and its subsidiary companies (together the "Vox Group").
The Vox Group has a focus on making acquisitions of majority stakes
in the marketing technology, digital content, mobile games/apps and
digital marketing sector. Digital marketing technology and services
and digital content/mobile games are large and fast-growing
industries. The Vox Group's management team has a successful track
record of operating, financing, and exiting businesses in this
sector and has a network in this sector which generates a steady
flow of leads and introductions to potential acquisition
candidates. The Vox Group will target the acquisition of privately
held businesses that can benefit from the access to liquidity and
international scaling expertise that the Vox Group and its
management team can provide.
DIRECTORS
-- John Booth (Chairman)
Mr. Booth has over 20 years' experience as a director and
chairman of various private and public listed companies, and
environmental charities. He currently serves as the nonexecutive
chairman of two other public listed companies and as non-executive
director and head of the audit and governance committees for
another two. He holds a BSc(Hons) in Biology and Environmental
Science, LLB, JD and LLM in international finance, tax and
environmental law. He started his career as a commercial litigator
before joining the non-dollar derivatives, tax structuring desk of
Merrill Lynch International in 1990. He then held increasingly
senior positions with ICAP, CEDEF, ABN
AMRO Bank NV, CIBC, and the World Bank as a lawyer, investment
banker, broker, and strategy consultant over his career. From 2004
to 2012 he was a partner with JAS Financial Products LLP, an
alternative asset manager. From 2012 to 2017 he served as Chairman
and CEO of Midpoint Holdings Limited, the world's first
peer-to-peer FX company which he cofounded and listed via reverse
takeover. He has co-founded three other businesses, and currently
guest lectures on ESG in the graduate business school at Kings
College London.
-- Konstantin Khomyakov (Finance Director)
Konstantin is a finance professional, certified accountant and
auditor, member of ACCA (Association of Chartered Certified
Accountants) with proven track-record of successfully completed
audit, risk-management and consulting projects. Konstantin is
experienced in strategic planning, financial management and risk
assessment, gained this experience while working for clients and
companies that were based in Russia, US, Europe and Central Asia,
leveraging 20+ years of corporate finance and audit expertise with
market leaders such as KPMG. Konstantin obtained an MBA degree from
IMD business school.
-- Rumit Shah (Non-Executive Director)
Rumit is an experienced finance professional and a chartered
accountant and member of the ICAEW (Institute of Chartered
Accountants in England and Wales). Rumit worked as a director at
the structured finance department of Deutsche Bank in London and
was a partner at JAS Financial Products LLP and is currently the
director and owner of consultancy and investment firm Intrinzik
Limited.
-- Simon Retter (Non-Executive Director)
Simon graduated from the University of Bristol in 2003 with a
BSc Upper Second-Class Honours in Accounting & Finance and
started his career at Deloitte LLP where he qualified as a
chartered accountant. He specialised in corporate finance
co-ordinating reporting accountant's work for AIM IPOs, preparing
Long-form/Accountants Reports/Working Capital Reports and producing
acquisition due diligence reports. Simon has been a Financial
Director at Paragon Diamonds Ltd since April 2010 whereas an
original founding director he had sole responsibility for managing
the IPO process and has raised GBP9 million in new equity to date.
Simon is also currently a Non-Executive Director at Eastinco Mining
& Exploration plc (LSE: ATN) and Finance Director at a newly
incorporated investment vehicle targeting the finance and
technology sectors. Simon has extensive experience in public
markets, specifically reverse takeovers, IPOs, and secondary
fundraising combined with high pressure and dynamic environments
encountered in the start-up and growth phase of businesses.
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END
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