Adept4 Share Discussion Threads

[tidy 2] 21/10/2019 13:43

Deal done wait for the 2 new major clients to be announced already signed up.

[moneymunch] 21/10/2019 13:41

21 October 2019

Adept4 plc



("Adept4", the "Group" or the "Company")



Result of General Meeting, Completion of Acquisition, Appointment of Chief Executive Officer, Company Name Change, Issue of Equity, Admission of the Acquisition Shares and Total Voting Rights



Adept4 plc (AIM: AD4) is pleased to announce that at the General Meeting held today for Shareholders to approve the proposed acquisition of CloudCoCo Limited and change of the Company's name, all Resolutions were duly passed.

Accordingly, the Board is pleased to announce that the Acquisition has now legally completed.

Appointment of Chief Executive Officer

The Board is delighted to announce that, at Completion, Andy Mills was appointed to the Board as an Executive Director of the Company and its Chief Executive Officer. A summary of the service contract that Mr Mills entered into with the Company on Completion is provided on page 23 of the circular and Notice of General Meeting sent to Shareholders dated 02 October 2019 ("the Circular"). Further regulatory disclosures in relation to Mr Mills, as required by the AIM Rules, are set out in the appendix to this announcement.

Company Name Change

Following Shareholder approval received today for a change in the Company's name to CloudCoCo Group plc, a rebranding programme is now underway. Once this exercise is complete, the Company will formally change its name, website address and trading ticker. An announcement confirming the timetable for these changes will be made in due course.

Issue of Equity, Admission of the Acquisition Shares, Debt Refinancing and Total Voting Rights

Immediately upon Completion, the Company exercised its call option under the Option Agreement as described in further detail on page 21 of the Circular, with the Company acquiring the Loan Notes issued as consideration for the Acquisition and, in exchange, issuing and unconditionally allotting 218,160,586 Acquisition Shares to the Sellers.

Application has been made to the London Stock Exchange for the Acquisition Shares, which have been credited as fully paid and are identical to and rank pari passu in all respects with the Existing Ordinary Shares, to be admitted to trading on AIM. It is expected that trading in the Acquisition Shares will commence on AIM at 08.00 a.m. on or around 22 October 2019.

The Board also confirms that the Debt Refinancing, as described in the Circular has also been successfully completed. Following the issue of the Acquisition Shares, the Enlarged Share Capital comprises 445,225,686 Ordinary Shares each carrying one voting right.

The Company does not hold any Ordinary Shares in treasury. The total number of voting rights is therefore 445,225,686. This 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.

Simon Duckworth, Non-Executive Chairman of Adept4, said:

"I am delighted that we have now completed the acquisition of CloudCoCo and, at the same time, revised the terms and reduced the level of the Group's indebtedness. I would also like to welcome Andy Mills to the Board. We are very much looking forward to working with Andy and his team as we set about integrating the two businesses. This is an opportunity for us to put Adept4 on a much sounder footing and we approach the future with renewed enthusiasm and vigour".

Andy Mills, Chief Executive Officer of Adept4, said:

"I know I speak on behalf of CloudCoCo's founder Mark Halpin and the rest of my colleagues when I say that we are all delighted to be joining the Adept4 team. We see a great opportunity ahead to generate value for all stakeholders in the enlarged business through harnessing our sales and marketing skillset with Adept4's technical knowledge and product suite. The hard work starts immediately and we look forward to reporting our progress over the coming months".

[chimers] 21/10/2019 13:41

Andy Mills, Chief Executive Officer of Adept4, said:

"I know I speak on behalf of CloudCoCo's founder Mark Halpin and the rest of my colleagues when I say that we are all delighted to be joining the Adept4 team. We see a great opportunity ahead to generate value for all stakeholders in the enlarged business through harnessing our sales and marketing skillset with Adept4's technical knowledge and product suite. The hard work starts immediately and we look forward to reporting our progress over the coming months".

[tidy 2] 21/10/2019 13:40

am delighted that we have now completed the acquisition of CloudCoCo and, at the same time, revised the terms and reduced the level of the Group's indebtedness. I would also like to welcome Andy Mills to the Board. We are very much looking forward to working with Andy and his team as we set about integrating the two businesses. This is an opportunity for us to put Adept4 on a much sounder footing and we approach the future with renewed enthusiasm and vigour".Andy Mills, Chief Executive Officer of Adept4, said:"I know I speak on behalf of CloudCoCo's founder Mark Halpin and the rest of my colleagues when I say that we are all delighted to be joining the Adept4 team. We see a great opportunity ahead to generate value for all stakeholders in the enlarged business through harnessing our sales and marketing skillset with Adept4's technical knowledge and product suite. The hard work starts immediately and we look forward to reporting our progress over the coming months".

[chimers] 21/10/2019 13:39

The Board is delighted to announce that, at Completion, Andy Mills was appointed to the Board as an Executive Director of the Company and its Chief Executive Officer. A summary of the service contract that Mr Mills entered into with the Company on Completion is provided on page 23 of the circular and Notice of General Meeting sent to Shareholders dated 02 October 2019 ("the Circular"). Further regulatory disclosures in relation to Mr Mills, as required by the AIM Rules, are set out in the appendix to this announcement.

[chimers] 21/10/2019 13:39

Adept4 plc (AIM: AD4) is pleased to announce that at the General Meeting held today for Shareholders to approve the proposed acquisition of CloudCoCo Limited and change of the Company's name, all Resolutions were duly passed.

[tidy 2] 21/10/2019 13:20

CloudCoCo are proud to be GO GO with @ypoprocurement (one of the largest public sector frameworks in the UK). We are listed on Lots 5 and 10 which gives public sector orgs an opportunity to procure #DataCentre #Maintenance #Cloud & #Security through its unique ecosystem

[tidy 2] 21/10/2019 13:18

hTTps://twitter.com/cloudcoco1/status/1159123685028089856?s=21

[tidy 2] 21/10/2019 13:13

Have you seen the quality of the CloudCoCo adverts. VERY professional.

[hope67] 21/10/2019 11:56

Hope they have a nice video prepared.

[hope67] 21/10/2019 11:56

Lets hope they hit the ground running.

[moneymunch] 21/10/2019 11:16

Those taking profit will wish they hadn't, soon enough. Gla holders, hold on tight for much more to come , including news of Cloudcoco's two very large and exciting new client contracts ..:-)

[moneymunch] 21/10/2019 11:07

Yes indeed, and a top notch signing with a wealth of experience to add to Cloudcoco's dynamic, strong and cutting edge sales team...it's going to be BIG!!! :-)

[tidy 2] 21/10/2019 11:01

Likened to Messi. Top of the tree then.

[moneymunch] 21/10/2019 10:41

6/10/19

CloudCoCo and Adept4 plc are proud to announce @PrimoComponents is joining us as our Head of New Business Sales.

Mark Halpin

CEO of CloudCoCo


CloudCoCo and Adept4 plc are proud to announce Adam Hurst MSc is joining us as our Head of New Business Sales.

Why join CloudCoCo? I've known Mark for nearly 20 years and was aware of CloudCoCo, so when this opportunity came up, I jumped at the chance to join.

#talentedkindhumanbeings

reaction likereaction support69

Adam Fossett

Its like signing Messi! What a great addition to the team, with his vast knowledge, raw talent and he is such a nice guy, I cant wait to work with Mr Hurst again.

Anton Murphy
The Return of the King of the Hill - excellent news !
See more comments

[chimers] 21/10/2019 10:18

Thats a lot of skin in the game!!

In other words, they don't make a single red cent until at least 12 months from today!!
And it is in their interests to get this share price as high as possible in that time!!

[moneymunch] 21/10/2019 10:15

Cloudcoco have recently signed "Two new VERY LARGE AND EXCITING NEW CLIENT CONTRACTS" , and if they are indeed "very large and exciting" as suggested by Cloudcoco, then no doubt this will have a highly positive effect on the share price and so personally i'm extremely excited at the prospect and potential upside on disclosure, which should quickly follow confirmation of deal completion expected to be concluded at Monday's 10am GM, and so maybe a day or two thereafter.

Additionally, the creation of this new debt free enterprise, the CloudCoco Group, led by a dynamic, strong and experienced development sales team, offers tremendous upside potential in the coming weeks and months as new business and client contracts are confirmed as well as expanding and developing AD4's and Cloudcoco's existing business and revenue streams, in the cutting edge and rapidly growing Cloud computing technology services sector that many organisations are adopting to enable their digital transformation, and so right time and right place for CloudCoCo and those invested, with "the cloud tech services market projected to grow 17.3% ($206 billion) in 2019, up from $175.8 billion in 2018 and by 2022, 90% of organisations will be using cloud services."

Cloudcoco's recently announced inclusion in YPO's public sector £400m data center network, could provide significant revenue, one of 32 companies given fast track status, and one of eleven companies from the 32 given first shake on running co-location data centres for public bodies, and so potentially their share of £400m could be more than most, and highly significant.

They've also recently been given supplier status on the Government's G-Cloud 11 framework, which could also provide significant revenue, the privately run firm UK Cloud Ltd has has secured £91.65m in business through its involvement in the framework, with Genomics England emerging as its biggest G-Cloud customer overall, having procured £15.8m of services from UKCloud so far, and so the numbers could be significantly higher than many realise.

All in all, The CloudCoCo Group potentially looks like a very sound investment imho, and now look forward to expected positive newsflow which hopefully will add significant value in the coming days, weeks and months ahead. Gla Holders....D Day fast approaching........Excitement building....the future starts now!!! ;-)

[tidy 2] 21/10/2019 10:13

LOCK IN AND ORDERLY MARKET AGREEMENTThe Sellers have agreed to enter into lock-in deeds on Completion whereby they undertake not, for a period of 12 months from Completion, to sell, charge or grant any interest over any Acquisition Shares held by them; and to not, for a further period of 12 months thereafter, make any disposal of any Acquisition Sharesotherwise than through N+1 Singer subject in each instance to customary carve-outs.Further details of the Lock In Agreement are set out in the Appendix to this document.

[tidy 2] 21/10/2019 10:12

MXC Capital currently holds 68,066,275 Ordinary Shares, representing 29.98 per cent. of the Company's current issued share capital and voting rights. The Concert Party will therefore hold 286,226,861 Ordinary Shares, representing 64.3 per cent. of the Company's issued share capital and voting rights, as enlarged by the Proposed Transaction.A table, which sets out the interests of each member of the Concert Party in the Company's issued share capital and voting rights, as enlarged by the Proposed Transaction, is set out below:Concert Party memberMark and Caroline Halpin Andy MillsGraham Collinson Robert SpeightChris Ormandy Anton Murphy Alexander Tovey Laurence Lewis Adam FossettSub-total: the Vendors MXC CapitalTotal: Concert Party interests ; andNumber of Ordinary Shares140,713,578 32,724,088 17,452,847 10,908,0296,544,8183,272,4092,727,0072,727,0071,090,803––––––––––––––––218,160,586 68,066,275––––––––––––––––286,226,861––––––––––––––––––––––––––––––––% of issued share capital and voting rights31.6%7.4%3.9%2.5%1.5%0.7%0.6%0.6%0.3%––––––––––––––––49.0% 15.3%––––––––––––––––64.3%

[tidy 2] 21/10/2019 10:09

hTTps://cdn2.hubspot.net/hubfs/4247851/October%202019%20Shareholder%20Circular.pdf

[moneymunch] 21/10/2019 09:58

Ps tidy2, great post...:-))))

[tidy 2] 21/10/2019 09:57

hTTps://www.digitalmarketplace.service.gov.uk/g-cloud/supplier/709757

[moneymunch] 21/10/2019 09:55

Tick Tock Booooooooom!!! :-)))

[chimers] 21/10/2019 09:55

Dear dear such ramping.............