REG - Mirriad Advertising - Directors' Subscription and Board appointment

Mirriad AdvertisingAnnouncement

12/06/2024 07:15

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RNS Number : 0485S  Mirriad Advertising PLC  12 June 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (596/2014/EU) AS IT FORMS PART OF UK DOMESTIC LAW
BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

 

12 June 2024

 

Mirriad Advertising plc

("Mirriad" or the "Company")

 

Directors' Subscription and Board appointment

 

Mirriad Advertising plc (AIM: MIRI), a leading virtual in-content advertising
and virtual product placement, announces an update on the subscription for new
ordinary shares in the Company by certain directors of Mirriad (the
"Directors' Subscription"), details of which were set out in the announcement
of the Company's recent equity fundraise on 2 May 2024 (the "Launch
Announcement").

 

The Company also confirms that James Black has been appointed as a
non-executive director and Chairman elect of the Company, with immediate
effect.

 

Directors' Subscription

 

Following the publication of the annual report and accounts for the financial
year ended 31 December 2023, Stephan Beringer, Nic Hellyer, Bob Head and James
Black (the "Participating Directors") have conditionally subscribed for a
total of £180,000 (before expenses) of new Ordinary Shares pursuant to the
Directors' Subscription. The Directors' Subscription will result in the issue
and allotment of a total of 14,400,000 new Ordinary Shares (the "Subscription
Shares") and is being carried out at the same issue price of 1.25 pence and
substantially identical terms as those of the Placing. Details of the number
of Subscription Shares being subscribed for and the resultant holdings of the
Participating Directors are set out below.

 

 Director                Current holding of Ordinary Shares  Number of                                  Resultant holding of Ordinary Shares  Percentage of enlarged share capital (%)

Subscription Shares being subscribed for
 Stephan Beringer (CEO)  1,191,666                           3,200,000                                  4,391,666                             0.43
 Nic Hellyer (CFO)       -                                   1,600,000                                  1,600,000                             0.15
 Bob Head (NED)          318,600                             1,600,000*                                 1,918,600                             0.19
 James Black (NED)       240,000*                            8,000,000*                                 8,240,000                             0.80
 Total                   1,750,266                           14,400,000                                 16,150,266

 

*held in their SIPP or similar trading accounts

 

Application for admission to trading on AIM and total voting rights

 

Application has been made for the Subscription Shares to be admitted to
trading on AIM ("Third Admission") and it is anticipated that Third Admission
will take place on or around 17 June 2024.

 

Following Third Admission, the Company's issued ordinary share capital will
comprise 1,032,600,894 Ordinary Shares with one voting right each. The Company
does not hold any Ordinary Shares in treasury. Accordingly, with effect from
Third Admission, the above figure may be used by Shareholders 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.

 

Confirmation of Director appointment

 

The Company is pleased to confirm that James Black has been appointed as a
non-executive director and Chairman elect of Mirriad with immediate effect. As
set out in the Launch Announcement, it is anticipated that James Black will be
officially appointed as Chairman of the Company following the conclusion of
the annual general meeting on 28 June 2024. John Pearson will step down as
Chairman at that time and continue as a non-executive director during a
transition period.

 

In accordance with Rule 17 and Schedule Two Paragraph (g) of the AIM Rules for
Companies, James Pat Rokeby Black, aged 60, has not held any directorships or
partnerships positions during the previous five years. Save as set out within
this announcement, there is no further information required to be disclosed
pursuant to the AIM Rules for Companies.

 

Unless otherwise defined, definitions contained in this announcement have the
same meaning as set out in the Launch Announcement.

 

The person responsible for arranging the release of this announcement on
behalf of the Company is Nic Hellyer, Chief Financial Officer of the Company.

 

ENDS

 

For further information please visit www.mirriad.com (http://www.mirriad.com)
or contact:

 

 Mirriad Advertising plc                                   c/o Charlotte Street Partners

 Stephan Beringer, Chief Executive Officer

 Nic Hellyer, Chief Financial Officer

 Nominated Adviser, Broker & Joint Bookrunner:             Tel: +44 (0)20 3328 5656

 Allenby Capital Limited

 James Reeve/Lauren Wright (Corporate Finance)

 Guy McDougall/Matt Butlin (Sales and Corporate Broking)

 Financial Communications:                                 Tel: +44 (0) 7741 659021

 Charlotte Street Partners

 Tom Gillingham

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities ("PDMRs") and persons closely associated ("PCA")
with them.

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Names                                                        1.   Stephan Beringer (CEO)

                                                                   2.   Nic Hellyer (CFO)

                                                                   3.   Bob Head (NED)

                                                                   4.   James Black (NED)
 2    Reason for the notification

 a)   Position/status                                              As above

 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Mirriad Advertising plc

 b)   LEI                                                          213800ZKOK9GIME7HE62

 4    Details of the transaction(s): section to be repeated for (i) each type of

    instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument  Ordinary Shares of £0.00001p each

 b)   Identification code                                          GB00BF52QY14

 c)   Nature of the transaction                                    Subscription for Ordinary Shares

 d)   Price(s) and volume(s)

  No. Shares  Price
                                                                   1.  3,200,000   1.25p
                                                                   2.  1,600,000   1.25p
                                                                   3.  1,600,000   1.25p
                                                                   4.  8,000,000   1.25p

 

 d)   Aggregated information                                       N/A

      - Aggregated volume

      - Price
 e)   Date of the transactions                                     11 June 2024 to be completed on 17 June 2024

 f)   Place of the transaction                                     Outside of a trading venue

 

 

d)

 

Aggregated information

- Aggregated volume

- Price

N/A

e)

 

Date of the transactions

11 June 2024 to be completed on 17 June 2024

f)

 

Place of the transaction

Outside of a trading venue

 

About Mirriad

 

The leader in virtual product placement and in-content advertising, Mirriad's
multi-patented and award-winning platform dynamically inserts products and
brands into Television, SVOD/AVOD, Music, and Influencer content. Mirriad
creates net-new revenue opportunities for content owners with an ad format
that virtually integrates brands in entertainment content, drives exceptional
performance for advertisers and dramatically improves the viewing experience.

 

Mirriad currently operates in the US, Europe, and India.

 

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