TIDMLVCG
RNS Number : 2550Y
Live Company Group PLC
29 December 2023
THE FOLLOWING ANNOUNCEMENT REPLACES THE ANNOUNCEMENT "CORPORATE
UPDATE" MADE AT 09.01 ON 29 DECEMBER 2023 WITH RNS NUMBER 1993Y. IN
THE PREVIOUS ANNOUNCEMENT, IN THE THIRD PARAGRAPH, THE CREDITORS'
CONVERSION PRICE OF GBP0.03 WAS INCORRECTLY DESCRIBED AS BEING "AT
PAR VALUE" (WHEREAS THE CORRECT PAR VALUE IS GBP0.01). THIS
REFERENCE HAS NOW BEEN DELETED AND ALL OTHER TEXT REMAINS THE
SAME.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) No 596/2014. as it
forms part of UK Domestic Law by virtue of the European Union
(Withdrawal) Act 2018 ("UK MAR").
29 December 2023
LIVE COMPANY GROUP PLC
("LVCG", the "Company" or the "Group")
CORPORATE UPDATE
LVCG provides an update on its financial positIon, financial
statements and corporate activities.
FINANCIAL POSITION
The Company has spent the last quarter reviewing its existing
debt and creditor base outlined in the previous RNS dated 27
November 2023 and has agreed in principle a number of measures to
substantially reduce outstanding indebtedness and provide future
working capital for its ongoing businesses.
In particular, it has reached an in principle agreement with
Chairman David Ciclitira to convert his existing debt of GBP350,000
with the company into Ordinary shares of 1p each in the Company
("Ordinary Shares") at a price of GBP0.03 per share. The Company
has also reached agreement with members of its remaining staff to
convert monies owed to them into shares at GBP0.03 and has agreed
with the other Directors, being Ranjit Murugason, Bryan Lawrie and
Stephen Birrell for them to receive their outstanding directors
fees, (totalling some GBP200,000), in Ordinary shares of the
Company at an issue price of GBP0.03 per share.
The Company has been operating on reduced overheads as it works
on cash preservation and cost reduction. It has also agreed with a
series of creditors for them to convert their debt at a price of
GBP0.03 per share. The total amount of debt proposed to be
converted into equity in the Company, in full and final settlement,
is approximately GBP1.85 million Furthermore, the Company has
agreed in principle for the remaining creditors' outstanding
balances of approx. GBP2.7 million be settled over 18 months.
The Company has agreed with the original vendors of StartArt
Global Limited ("StartArt") effectively to cancel the acquisition
of the 80.06% of StartArt as announced on 8 July, 2023 in return
for the cancellation of all amounts owing to the vendors being up
to an aggregate of GBP500,000 in cash and GBP519,800 in Ordinary
Shares, with the Company retaining a 19.94% interest. There may be
the potential to increase this interest in the coming year subject
to approval.
To provide ongoing working capital for the Group, the Company is
also proposing to raise at least GBP500,000 by an issue of new
Ordinary Shares at proposed issue price of GBP0.01 per share and
also discussing with David Ciclitira the level and form of his
ongoing financial support.
In addition, the Company has been having discussions with a
potential investor concerning a substantial investment in the
Company alongside bringing new complementary business lines to the
Company. It is emphasised that nothing is contractually agreed at
the moment and such an investment may not proceed.
Further details will be provided including compliance under AIM
Rule 13 in relation to the various Related Party Transactions when
these are concluded which is expected to be in conjunction with the
publication of the financial statements due.
FINANCIAL STATEMENTS
In the light of the matters referred to above, the Company is
now proceeding to finalise its overdue Audited and Interim Accounts
by the end of January, failing which AIM have now agreed that the
cancellation of trading on AIM would take place on Tuesday 1
February.
CORPORATE ACTIVITIES
The Company estimates that the revenue for its BRICKLIVE
business in 2023 was around GBP1,500,000 (unaudited) and that this
forms the basis for believing that this business is capable of
revenues of approx. GBP2,000,000 for 2024. BRICKLIVE and has
already concluded contracts with Aqua Zoo in The Netherlands, ICC
Wales (2 events), Stirling Centre, and Cardiff BID amongst others
for 2024.
Discussions with the Korean artist management companies are
ongoing to run a KPOP concert in Frankfurt at the Deutsche Bank
Park Stadium in August 2024. This concert would be in partnership
with PKE - the promoter and funder - and whilst there would be less
potential revenue compared to other recent shows, it would provide
the Company with a source of revenue without the funding and
operational risks falling on the Company.
StartArt completed its 10(th) anniversary show at the Saatchi
Gallery in October and is currently negotiating with the Saatchi
Gallery and an alternative venue for an extended 5 year contract.
Announcements are due to be made in early January. Apart from this
the projected new sources of income at the time of acquisition have
not been realised and therefore the decision had been taken
effectively to sell the more recent 80.04% acquired back to the
original vendors.
A South Africa Eye four year concept for an international
rollout has been presented to the South African department of
Sport, Art and Culture. A decision is expected at the end of
January. The first event would take place in the UK in October
2024.
A decision regarding the staging of the 2025 Formula e in Cape
Town will be made by the end of June 2024.
Enquiries:
Live Company Group Plc Tel: 020 7225 2000
David Ciclitira, Executive Chairman
Sarah Dees
Beaumont Cornish Limited (Nominated Tel: 020 7628 3396
Adviser)
Roland Cornish/Rosalind Hill Abrahams
===================
CMC Markets UK Plc Tel: 020 3003 8255
Thomas Smith
Douglas Crippen
===================
About Live Company Group [Any need to update?]
Live Company Group Plc ("LVCG", the "Company" or the "Group") is
a live events, entertainment and sports events Company, that has
been trading on AIM since 2017.
The Group is divided into four divisions:
-- BRICKLIVE - consisting of a network of partner-driven
fan-based and touring shows using BRICKLIVE created content
worldwide. The Company owns the rights to BRICKLIVE - an
interactive experience built around the creative ethos of the
world's most popular construction toy bricks. The Group is an
independent producer of BRICKLIVE and is not associated with the
LEGO Group.
-- LVCG owns the brand KPOP Lux and is the Executive Producer of KPOP Lux.
-- StART Art Global (SAG) - SAG owns StART Art Fair in London
which has been staged over the last 10 years at the Saatchi
Gallery. SAG has licensed the rights to the StART brand in Korea.
The licence includes the right to create and run StART Art Fair
Seoul and various StART+ exhibitions.
-- Live Company Sports and Entertainment (LCSE) - LCSE owns LCSE Pty in South Africa.
LVCG is a founder shareholder in E-Movement - the promoter of
the Formula E Race in Cape Town. As part of this relationship
E-Movement has retained LCSE (through E-Movement holdings) as its
implementation partner. E-Movement Holdings a 100% subsidiary of
Live Company Group has the right to sell sponsorship for the
Formula E race in Cape Town.
IMPORTANT NOTICES
Neither this Announcement, nor any copy of it, may be taken or
transmitted, published or distributed, directly or indirectly, in
or into the United States, Australia, Canada, Japan, New Zealand,
the Republic of Ireland or the Republic of South Africa or to any
persons in any of those jurisdictions or any other jurisdiction
where to do so would constitute a violation of the relevant
securities laws of such jurisdiction. This Announcement is for
information purposes only and does not constitute an offer to sell
or issue, or the solicitation of an offer to buy, acquire or
subscribe for any shares in the capital of the Company in the
United States, Australia, Canada, Japan, New Zealand, the Republic
of Ireland or the Republic of South Africa or any other state or
jurisdiction in which such offer or solicitation is not authorised
or to any person to whom it is unlawful to make such offer or
solicitation. Any failure to comply with these restrictions may
constitute a violation of securities laws of such jurisdictions.
The securities referred to in this Announcement have not been, and
will not be, registered under the US Securities Act of 1933, as
amended (the "US Securities Act"), or with any securities
regulatory authority of any state or jurisdiction of the United
States, or under any securities laws of any state or other
jurisdiction of the United States and may not be offered, sold,
resold, pledged, transferred or delivered, directly or indirectly,
in or into the United States except pursuant to an applicable
exemption from, or in a transaction not subject to, the
registration requirements of the US Securities Act and, in each
case, in compliance with the securities laws of any state or other
jurisdiction of the United States.
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.
Cautionary statements
This Announcement may contain and the Company may make verbal
statements containing "forward-looking statements" with respect to
certain of the Company's plans and its current goals and
expectations relating to its future financial condition,
performance, strategic initiatives, objectives and results.
Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", "seek", "may", "could", "outlook" or other words
of similar meaning. By their nature, all forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances which are beyond the control of the Company. As a
result, the actual future financial condition, performance and
results of the Company may differ materially from the plans, goals
and expectations set forth in any forward-looking statements. Any
forward-looking statements made in this Announcement by or on
behalf of the Company speak only as of the date they are made. The
information contained in this Announcement is subject to change
without notice and except as required by applicable law or
regulation (including to meet the requirements of the AIM Rules,
MAR, the Prospectus Regulation Rules and/or FSMA), the Company
expressly disclaims any obligation or undertaking to publish any
updates or revisions to any forward-looking statements contained in
this Announcement to reflect any changes in the Company's
expectations with regard thereto or any changes in events,
conditions or circumstances on which any such statements are based.
Statements contained in this Announcement regarding past trends or
activities should not be taken as representation that such trends
or activities will continue in the future. You should not place
undue reliance on forward-looking statements, which speak only as
of the date of this Announcement.
No statement in this Announcement is intended to be a profit
forecast and no statement in this Announcement should be
interpreted to mean that earnings per share of the Company for the
current or future years would necessarily match or exceed the
historical published earnings per share of the Company. Any
indication in this Announcement of the price at which ordinary
shares have been bought or sold in the past cannot be relied upon
as a guide to future performance.
This Announcement does not identify or suggest, or purport to
identify or suggest, the risks (direct or indirect) that may be
associated with an investment in the Placing Shares. Any investment
decisions to buy Placing Shares in the Placing must be made solely
on the basis of publicly available information, which has not been
independently verified by the Sole Bookrunner.
The Offer Shares to be issued pursuant to the Capital Raise will
not be admitted to trading on any stock exchange other than
AIM.
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into or forms part of this Announcement.
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's
Nominated Adviser and is authorised and regulated by the FCA.
Beaumont Cornish's responsibilities as the Company's Nominated
Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM
Rules for Nominated Advisers, are owed solely to the London Stock
Exchange. Beaumont Cornish is not acting for and will not be
responsible to any other persons for providing protections afforded
to customers of Beaumont Cornish nor for advising them in relation
to the proposed arrangements described in this announcement or any
matter referred to in it.
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END
UPDPPGPPPUPWGWB
(END) Dow Jones Newswires
December 29, 2023 08:23 ET (13:23 GMT)
Grafico Azioni Live (LSE:LVCG)
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Da Nov 2024 a Dic 2024
Grafico Azioni Live (LSE:LVCG)
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