RNS Number : 5862F

Sivota PLC

19 July 2021

NOT FOR PUBLICATION OR RELEASE IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA, OR ANY PROVINCE OR TERRITORY THEREOF OR TO OR FOR THE ACCOUNT OF ANY NATIONAL, RESIDENT OR CITIZEN OF THE UNITED STATES OR ANY PERSON RESIDENT IN AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, OR THE REPUBLIC OF SOUTH AFRICA

19 July 2021

SIVOTA PLC

("Sivota," or "the Company")

Admission to the Official List and first day of dealings

Sivota, an investment vehicle focused on later-stage, reputable Israeli technology-related sectors, announces the proposed admission of the Company's Ordinary Shares to the standard segment of the Official List of the Financial Conduct Authority and to trading on the main market for listed securities of the London Stock Exchange under the ticker SIV (the "IPO"), and the publication of its prospectus.

The IPO consists of the conditional subscription of 1,035,000 new ordinary shares at a placing price of GBP1.00 per share (the "Issue Price"), with trading in the Company's enlarged issued ordinary share capital expected to commence no later than 22 July 2021. On admission there will be 1,085,000 ordinary shares in issue. Canaccord Genuity Limited is acting as Broker to the Company.

Sivota has been incorporated for the purposes of seeking to invest in and enhance technology-related companies which are based and/or founded in Israel, or have a significant presence in the region, and which present significant investment opportunities.

Highlights :

   --     A clear focus on acquiring Israeli-founded technology businesses 

- Generally, Sivota will seek to invest in later stage, reputable, Israeli technology companies with existing fundamentals to drive fast, ambitious and sustainable scale

- The Company will also consider investment in traditional "offline" businesses where, with the application of digital transformation introduced by Sivota, there is the significant potential for growth

   --     A highly experienced and entrepreneurial management team 

- The members of Sivota's management team all have hands-on operational as well as investment and M&A experience in various jurisdictions, having worked for small and medium sized businesses, both as managers and owners

- The board includes Tim Weller, non-executive chairman, who is also founder and chairman of Incisive Media, chairman of Trustpilot and Pixomondo and was recently chairman of Tremor International, Superawesome and TI Media; and Ziv Ben-Barouch, CEO, who has experience in working with and leading technology companies in the Israeli market, having acted as co-founder and managing partner of Pereg Ventures, a US-Israeli venture capital firm which invests in B2B data companies, since 2013

   --     Leveraging Israel's position as one of the most entrepreneurial countries in the world 

- Israel has produced technologies which have been adopted across the globe including, among others, self-driving systems, navigation apps, website builders, and innovations in cybersecurity, insurtech, fintech, gaming, agriculture, and digital health

- Its competitive edge stems from its informal, but effective, get-down-to-business culture, exceptional ingenuity and entrepreneurial spirit, supported by multinational corporations, innovative start-up companies, and growth companies

- Israel's tech ecosystem has ranked third globally in the new Global Startup Ecosystem Index 2021

- Israel's tech sector broke a new capital-funding record , with firms raising a total of $10.5 billion since the start of 2021, mostly from foreign investors, per Pitchbook.

   --     A significant opportunity to create a unique investment vehicle 

- The Company intends to function as a platform to leverage the huge business potential between Israel and Europe, identifying lucrative investment opportunities, supporting growth and development

- The large number of innovative, later stage tech companies in Israel offers foreign investors a broad selection of opportunities

- There may be potential to acquire or invest in companies that, due to the inability or desire of management to apply technology solutions to a traditional business model, are missing out on potential growth

   --     Strong local presence and an expansive business network in Israel 

- Sivota has a strong local presence and an expansive business network in Israel. The Company believes that these networks, relationships, and partnerships are all essential for identifying future investments and developing a robust investment pipeline

   --     A strong focus on acquisitive growth 

- Sivota's management team will generally seek to invest in companies which have most, if not all, of the following attributes:

   --     later stage of growth; 
   --     organic and/or external growth potential; 
   --     unique technology; 
   --     Israeli-related/founded companies; 
   --     international exposure/potential; and 
   --     existing management with ability to contribute to growth and success. 
   --     A clear strategy for execution 

- Sivota has developed a clear methodology including a strategic, operational and financial diagnostic plan to apply to companies following their acquisition, after which, Sivota will:

   --     focus initially on the growth and then expansion of the target company; 

-- bring in specialists who combine deep sector knowledge with foresight that comes from experience;

   --     bring in the support of investors and leadership; 

-- enhance management on a temporary basis with Sivota's industry partners and professionals; and

   --     involve management and employees. 

Admission and Dealings :

-- The Company's market capitalisation on Admission, based on the Issue Price, will be approximately GBP1.085 million.

Tim Weller, Non-Executive Chairman of Sivota, commented:

"Through my many years working with Israeli technology entrepreneurs, I have experienced first-hand the success that can be generated when UK business is combined with Israeli-related technologies, and significant opportunity continues to exist in bridging this gap. Sivota brings a unique business proposition to the London market and a team with the requisite expertise to execute on our exciting plan.

"We look forward to capitalising on a number of exciting near-term prospects and believe our London listing provides an ideal structure to create a highly scalable investment vehicle to generate meaningful growth and returns."

Enquiries:

 
 Sivota PLC                                   via Vigo Consulting 
  Tim Weller, Non-Executive Chairman 
  Ziv Ben-Barouch, Chief Executive Officer 
 Canaccord Genuity Limited                    + 44 (0) 20 7523 
  Alex Aylen - Head of Equities                8000 
 Vigo Consulting 
  Jeremy Garcia / Antonia Pollock             + 44 (0)20 7390 0230 
 

ADDITIONAL INFORMATION

The Directors

Tim Weller (non-executive Chairman)

Tim Weller is a successful entrepreneur. He is the founder of Incisive Media and its chairman. He successfully floated Incisive on the Main Market of the London Stock Exchange in 2000 and in 2006 he led the GBP275m management buyout which took the company private again. Tim has more than ten years' experience chairing and investing in public company and private equity backed businesses. He was non-executive director and chairman of RDF Media from 2005-2010 and was also non-executive chairman of Polestar from 2009-2011 until its sale to Sun European Partners LLP. Tim was independent non-executive director and chairman of Tremor International between 2014 and August 2020. He was chairman of TI Media, one of the largest consumer magazine and digital publishers in the UK from April 2019 to May 2020 following its sale to Future Plc. He is also chairman of Trustpilot, a leading provider of trusted company reviews, and was chairman of Superawesome, a company with leading technology that powers the global kids' digital media ecosystem until its sale to Epic Games in September 2020. Mr Weller was a member of the Shadow Cabinet New Enterprise Council, which advised the then Shadow Chancellor of the Exchequer, George Osborne, on business and enterprise prior to the 2010 General Election, and was voted Ernst & Young Entrepreneur of the Year - London in 2001. In 2005, he received the publishing industry's top honour - the Marcus Morris award.

Ziv Ben-Barouch - CEO

Ziv Ben-Barouch is an experienced operator and leader with decades of experience in finance and investments within technology companies. He has a proven track record of leading corporate turnarounds, M&A, IPOs, and strategically guiding companies as they build their business. Ziv is the co-founder and managing partner of Pereg Ventures, a US-Israeli Venture Capital Firm focused on B2B data companies, backed by investments from Nielsen, a world leader in marketing intelligence, the Tata Group, and other leading financial institutions. At Pereg, Ziv has lead and participated in the direct investment of 13 early stage technology companies that have raised a combined excess of $250M in follow-on investments from leading investors and lead on the disposal of two portfolio companies to NYSE listed counterparties. Prior to founding Pereg, he was senior principal and CFO at Viola, a technology-focused investment group with over $3 billion assets under management. Before joining Viola, Ziv was the CFO of SpaceNet Inc., a specialty telecommunications company providing managed network solutions by satellite and terrestrial technologies for business, government and residential users in North America. He lead SpaceNet's turnaround and participated in SpaceNet's parent company's $70m NASDAQ listing. Ziv has key relationships with Israeli and international investment firms in the technology space which he will be able to leverage to assist Sivota. Ziv is an Israeli Certified Public Accountant.

Neil Jones (non-executive director)

Neil is currently chief operating officer of Huntsworth Group, and Divisional CEO of Huntsworth Communications, the specialist PR communications Division of the Group. Huntsworth is an international healthcare and communications group, which was taken private by Private Equity Group Clayton, Dubilier & Rice in May 2020. Neil took these positions in October 2019, having previously held the position of chief financial officer at Huntsworth since February 2016.

Neil has held senior financial positions for over 20 years, the majority of which have been with public companies in the United Kingdom. Prior to Huntsworth he was CFO of ITE Group plc (now Hyve plc), a FTSE listed international organiser of exhibitions and conferences and before that he was group finance director of Tarsus Group plc, another international trade exhibition organiser. Neil is also the senior independent director of Tremor International, an AIM listed Ad-Tech company. Neil is a member of the Institute of Chartered Accountants in England & Wales, qualifying with PWC in 1990, and he sits on the ICAEW Corporate Governance Committee. Neil also has significant experience in M&A transactions having completed a large number of acquisitions in his career, many of which involved cross-border elements. In his current role at Huntsworth Neil leads M&A and has completed 4 transactions in the past 12 months. Acquisitions in which he has been involved include Tarsus' acquisition of Speic SAS (France) in 2007, ITE Group's acquisitions of ChinaCoat (China), Beauty Eurasia (Turkey), Scoop (UK) and Indobuiltech (Indonesia) in 2013-2014 and Huntsworth's acquisitions of Cormis in June 2020 and Nucleus Global in November 2020.

Acquisition Targets, Sourcing and Execution

Sivota, through the directors, has a strong local presence and a significant business network in Israel. The Company believes that these networks, relationships, and partnerships are all essential for identifying future investments and developing a robust investment pipeline. In particular Ziv Ben-Barouch's and Tim Weller's track-records and networks will enable the Company to execute its strategy.

The Company will look to acquire companies with strong fundamentals that the directors believe will reward Investors over time. The general investment strategy is to acquire controlling stakes in underperforming, later-stage Israeli-related technology companies to ensure fast, ambitious and sustainable scale. The directors intend to function as key partners to the target companies during both the acquisition process, and in the implementation of the growth plan post-acquisition.

Although the Company will evaluate a range of technology companies, a particular areas of focus will be in relation to companies already involved in the data (artificial intelligence, machine learning, big data), digital marketing, digital advertising, e-commerce and gaming sectors.

The directors believe that they will have a competitive advantage in the Israeli market, both in terms of deal flow and the ability to overcome the culture gap which foreign investors can face while working with Israeli founders and management teams.

Although the directors will look at numerous potential targets, generally they intend to evaluate companies which have most, if not all, of the following attributes:

-- Ambitious revenue-generating companies looking to accelerate their business and expand worldwide, in particular in emerging markets

   --      Unique technology 

-- Israeli-related/founded companies (although non-Israeli companies can also be evaluated and the Company may execute acquisitions of such non-Israeli entities)

-- International exposure/potential both to new markets and to international investors and partners

   --     Existing management with ability to contribute to growth and success 
   --     Underperforming management 

Turning around an underperforming company and regaining the trust of every stakeholder is a job that requires decisive action. In order to achieve this, Sivota intends to roll out a methodology based on enhanced transparency and involvement within each target company.Sivota will start with the preparation of an objective and uncompromising diagnostic plan (which may be amended from time to time to take into account any changing circumstances) and share it without restriction with customers, suppliers, employees, creditors and any relevant public authorities. This strategic, operational and financial diagnostic will be the basis of the plan. Any company in which Sivota acquires controlling stakes will regularly communicate the progress of its turnaround to all its stakeholders and implement an equitable distribution of the efforts and benefits of the plan as follows:

-- Provide active guidance and support to increase their growth rate and take the business to the next stage of development

-- Bring in specialists who combine deep sector knowledge with foresight that comes from experience

   --     Bring in the support of investors and leadership to back up the plan 
   --     Involve management and employees in the plan 
   --     Identify and recruit external talent who can help execute the plan 

In putting the diagnostic plan into practice, Sivota will seek to:

-- Build a growth plan with the Company's management to leverage opportunity, securing the financing of investments

   --     Communicate the strategy, plan and its progress on a regular and clear basis 

-- Be thorough with its analysis and due diligence, and present a pragmatic approach to execution

-- Implement the plan with transparency including engaging in discussions with employee representatives

   --     Help to grow the organisational culture through leadership 

The directors all have hands-on operational as well as investment and M&A experience in various jurisdictions, having worked for small and medium sized businesses, both as managers and as owners. The management team has therefore experienced the financial and operational issues frequently encountered by companies and know where to go, and how to find, clear unbiased advice for specific business needs.

The Company intends to implement a Special Advisors Panel of approximately 5-10 tier-one experienced and strategic advisers, including a number who will be based in Israel as a resource available to the Company and to any acquired business. The members of the Special Advisors Panel will be chosen by the directors, with the intent that they will be experts in their respective fields bringing extensive experience, knowledge and networking which will assist Sivota in achieving its business goals.

The Special Advisors Panel will be able to refer potential prospects, assist in assessing candidate technologies, provide coaching and mentoring for entrepreneurs and their management teams, and provide customer and acquirer introductions.

Although these Special Advisors will not be involved in the management or direction of Sivota, they will provide exceptional experience and insights to enhance the management's strategies.

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July 19, 2021 02:00 ET (06:00 GMT)