Schedule One - 4GLOBAL Plc | RNS | Ticker

Schedule One - 4GLOBAL Plc

RNS Announcement

RNS Number : 5689S

AIM

17 November 2021

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

4GLOBAL plc ("4GLOBAL", the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered office: Venture X, 5th Floor, Building 7 Chiswick Park, 566 Chiswick High Road, Chiswick, London, England, W4 5YG

COUNTRY OF INCORPORATION:

England & Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.4global.com

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

4GLOBAL is a London based software, data and services sport and health company.

It provides data, software and services to governments, cities and local authorities, sporting federations and activity providers, using its proprietary software and data platform: Sport Intelligence. Its focus is on helping its clients tackle the inactivity problem through data and insight to realise significant savings in health due to increase physical activity.

The business licenses its platform to provide actionable insight to enable clients to maximise the health and social benefits derived from physical activity, and to maximise the return on investment in sport. The business generates recurring revenues from licensing its platform to its clients and service revenues related to its platform.

4GLOBAL is a newly incorporated holding company which directly owns 4GLOBAL Consulting Limited, its main trading subsidiary.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

TBC ordinary shares of 1 penny (nominal value) each at an issue price of TBC

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised: £TBC million.

Anticipated market capitalisation: £TBC million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

TBC%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

The Company is not admitted nor has sought to be admitted to trading on any other market or platform.

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

• Ian James - Non-Executive Chairman

• Eloy Mazon - Chief Executive Officer

• Keith John Sadler - Chief Financial Officer

• Steven Clarke - Non-Executive Director

• Roger William Taylor - Non-Executive Director

• Mrs Alexandra Michel Orlando - Non-Executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder	Percentage - pre- Admission	Percentage - post-Admission
Mr Eloy Mazon	60.3%	TBC
Pershing Nominees Limited	7.1%	TBC
Mr Utku Toprakseven	4.6%	TBC
Barnard Nominees Limited	4.3%	TBC
Mr Gavin Ryder	3.8%	TBC
Mr Robert Macleod	3.4%	TBC
Helium Special Situations Fund	3.2%	TBC

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

Mr Ian James - a payment of £620,000, conditional on Admission, as consideration to waive entitlement to share options in the Company.

Mr Utku Toprakseven - a payment of £380,000, conditional on Admission, as consideration to waive entitlement to share options in the Company; and a payment of £168,000 to settle tax liabilities in connection with his remuneration.

Mr Colin Palmer - a payment of £50,000 in relation to a buyback of his shares in 4GLOBAL Consulting Limited in November 2020.

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) The current accounting reference date of the Company is 31 March.

(ii) 31 March 2021

(iii) 31 December 2021 (unaudited interim results for the 6 months ending 30 September 2021);

30 September 2022 (audited annual accounts for the year ending 31 March 2022);

31 December 2022 unaudited interim results for the 6 months ending 30 September 2022.)

EXPECTED ADMISSION DATE:

Early December 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

SPARK Advisory Partners Limited

5 St John's Lane

Farringdon

London EC1M 4BH

NAME AND ADDRESS OF BROKER:

Oberon Capital

Nightingale House

65 Curzon Street

London

W1J 8PE

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

Copies of this document will be available free of charge to the public during normal business hours on any day (Saturdays, Sundays and public holidays excepted) at the offices of SPARK Advisory Partners, 5 St John's Lane, London, EC1M 4BH in accordance with the AIM Rules. This document will also be available for download from the Company's website at www.4global.com.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

The QCA Corporate Governance Code, as published by the Quoted Companies Alliance.

DATE OF NOTIFICATION:

17 November 2021

NEW/ UPDATE:

NEW

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RNS metadata

Title: Schedule One - 4GLOBAL Plc
Time: 08:00:01
Date: 17 Nov 2021
Category: Capital structure
ID: 5689S