B90 Holdings PLC Subscription to raise GBP305,000
RNS Number : 8483Y
B90 Holdings PLC
09 September 2022
9 September 2022
B90 Holdings plc
("B90", the "Company" or "Group")
Subscription to raise GBP305,000
Issue of Equity
B90 Holdings plc (AIM: B90), the online marketing and operating
company for the gaming industry, is pleased to announce that it has
raised GBP305,000 (before expenses) through a subscription for
7,625,000 new ordinary shares of no par value in the capital of the
Company ("Ordinary Shares") (the "Subscription Shares") by existing
and new investors at a price of 4 pence per share (the "Issue
Price") (the "Subscription").
The Issue Price represents a discount of approximately 3.3% to
the Company's volume weighted average price for the five trading
days up to and including 8 September 2022, being the last
practicable business day prior to this announcement. The
Subscription Shares represent 2.9% of the Company's existing issued
The net proceeds of the Subscription will be utilised by the
Company for working capital and to invest in marketing activities
to help support further organic growth.
As part of the Subscription, the Company has granted, in
aggregate, 3,588,500 warrants over Ordinary Shares with a three
year term and an exercise price of 4.18p to the subscribers.
In addition, the Company has agreed with certain creditors to
convert outstanding liabilities and will settle them, along with
finders' fees in relation to this fundraise, amounting to
GBP33,902, via the issue of 847,558 new Ordinary Shares, at a price
of 4 pence per share (the "Conversion Shares").
On 22 December 2021, the Company announced the acquisition of
Spinbookie.com ("Spinbookie"). The consideration payable included
8,600,000 new Ordinary Shares to be issued to the vendor,
Entercreation Limited, if the net gaming revenue ("NGR") of
Spinbookie exceeded a cumulative amount of EUR500,000 within the
first 12 months after completion of the acquisition ("Earn-out
Shares"). The Company confirms that the NGR target has been met and
consequently the Earn-out Shares are being issued.
When issued, the Subscription Shares, Conversion Shares and
Earn-out Shares will rank pari passu with the existing Ordinary
Shares and application is being made to the London Stock Exchange
plc for admission of these new Ordinary Shares to trading on AIM
("Admission"). The Subscription is conditional on, inter alia,
Admission and dealings in the Subscription Shares, Conversion
Shares and Earn-out Shares are expected to commence at 08.00 a.m.
on 13 September 2022.
Total voting rights
On Admission, the Company's total issued share capital will
consist of 282,144,816 Ordinary Shares with voting rights. The
Company does not hold any Ordinary Shares in treasury and
accordingly there are no voting rights in respect of any treasury
shares. On Admission, the abovementioned figure of 282,144,816
Ordinary Shares may be used by shareholders in the Company 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, B90 under the Financial Conduct Authority's Disclosure
and Transparency Rules.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018 (as amended).
For further information please contact:
B90 Holdings plc +44 (0)1624 605 764
Karim Peer, Executive Chairman
Marcel Noordeloos, Chief Financial Officer
Strand Hanson Limited (Nominated Adviser) +44 (0)20 7409 3494
James Harris / Richard Johnson / Rob Patrick
Arden Partners plc (Broker) +44 020 7614 5900
Belvedere (Financial PR & IR) +44 (0)20 3008 6864
John West / Llewellyn Angus
About B90 Holdings plc
B90 Holdings plc is a group of companies focused on the
operation of its own online Sportsbook and Casino product as well
as marketing activities for other online gaming companies.
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(END) Dow Jones Newswires
September 09, 2022 02:01 ET (06:01 GMT)
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