NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE 'CODE' OR THE 'TAKEOVER CODE'), THIS IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE.
23 July 2021
All Active Asset Capital Limited
('AAA' or 'the Company')
Statement regarding possible offer for Audioboom
AAA notes the response to its possible offer issued by Audioboom Group plc ('Audioboom') yesterday. AAA remains fully committed to continuing conversations and engaging further with Audioboom, to expanding on the merits of its possible offer and to seeking a recommendation. It notes shareholders representing over a quarter of Audioboom's equity have already given their irrevocable support to the indicatively priced £12 per share possible offer, being 12.5 new AAA Shares and 200p in cash per Audioboom Share.
AAA recognises Audioboom's concern about the majority of the possible offer consideration being unquoted equity, following its forthcoming de-listing from AIM on 30 July. AAA continues to work actively on securing a re-listing of its shares on an international exchange and looks forward to providing ongoing updates regarding progress in due course.
There can be no certainty that AAA's proposal will result in an offer for the Company, nor as to the terms on which any offer might be made.
In accordance with Rule 2.6(a) of the Code, AAA must, by not later than 5.00 p.m. on 16 August 2021, either announce a firm intention to make an offer for Audioboom in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will be extended only with the consent of the Panel on Takeovers and Mergers ('Takeover Panel') in accordance with Rule 2.6(c) of the Code.
For further information:
All Active Asset Capital Limited
James Normand, Non-Executive Chairman
Rodger Sargent, Executive Director
Egremont Capital Limited, financial adviser to AAA
David Floyd
Jonathan Hall
Tel: +44 (0) 203 697 9496
Buchanan (Financial PR)
Richard Oldworth / Chris Lane / Toto Berger
T: +44 (0) 207 466 5000
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