Altitude Group PLC Placing and Notice of General Meeting (2923G)

TIDMALT

RNS Number : 2923G

Altitude Group PLC

28 February 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, RUSSIA, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.

This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities of Altitude Group plc or of any other entity and should not be considered as a recommendation that any person should subscribe for or purchase any such securities.

This announcement contains inside information for the purposes of the market abuse regulation (EU No. 596/2014) ("MAR"). In addition, market soundings (as defined in MAR) were taken in respect of certain of the matters contained in this announcement, with the result that certain persons became aware of such inside information, as permitted by MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain and such persons shall therefore cease to be in possession of inside information.

28 February 2018

ALTITUDE GROUP PLC

(the "Company" or "Altitude")

Placing to raise GBP1.5 million

AiMpro and andeverything.com Update

NAPCO Partnership Agreement

and

Notice of General Meeting

Altitude Group plc (AIM: ALT), the operator of a leading marketplace for personalised products, is pleased to announce that finnCap, as the Company's broker, have conducted a placing of 2,500,000 new Ordinary Shares in the Company to raise GBP1.5 million at a price of 60 pence per Ordinary Share. The Placing Shares being issued in relation to the Placing represent approximately 4.9 per cent. of the currently issued share capital of the Company and the Placing Price represents a discount of approximately 13.67 per cent. to the closing mid-market price of 69.5 pence on 27 February 2018, being the Last Practicable Date.

Notice of General Meeting

The Placing is subject to approval of the Resolutions to grant the Directors authorities to allot and to dis-apply pre-emption rights in relation to the allotment and issue of the Placing Shares at a General Meeting. The General Meeting has been convened for 10.00 a.m. on 16 March 2018 at the offices of finnCap, 60 New Broad Street, London EC2M 1JJ.

A circular in relation to the proposed Placing, including the Notice of General Meeting, will be posted to Shareholders later today and will be available on the Company's website at www.altitudeplc.com.

Admission

Completion of the Placing, settlement and Admission of the Placing Shares to trading on AIM is expected to occur on 19 March 2018. Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM and the Placing Shares will rank pari passu in all respects with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid on the Existing Ordinary Shares on or after Admission. Following the issue of the Placing Shares, the total number of issued Ordinary Shares in the Company will be 53,345,192. This figure of 53,345,192 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

AiMpro Update

AiMpro is Altitude's first white labelled ChannlPro partnership solution. ChannlPro combines Channl's e-commerce trading solutions with Altitude's existing CRM and order management system, to allow both online and offline transactions to be executed. It is provided free of charge and exclusively to AiM members, as a benefit arising from their membership of AiM. AiMpro is also actively endorsed and promoted by AiM to its members.

Altitude can then potentially monetise revenue ("Gross Transactional Revenue" or "GTR") from all purchase orders processed on AiMpro from transaction fees levied on the suppliers of product to AiM members. GTR generation is therefore dependent on AiM members processing sales and purchase orders on AiMpro, and the agreement of suppliers to the payment of transaction fees to Altitude in respect of those purchase orders.

Further to the announcement made by the Company on 29 January 2018, a further 64 AiM members have been on-boarded to the AiMpro platform bringing the total number of on-boarded members to 71. In addition to this a further 37 AiM members are currently being on-boarded with an additional 64 currently at the demo stage. On-boarded status means that the AiM member has agreed to use the AiMpro platform, and the Company anticipate that as a result the AIM member will process its sales and purchase orders through it. Altitude will encourage, monitor and manage AiMpro usage by on-boarded members.

Of equivalent importance to the growth in on-boarded and transacting members is the growth in the number of AiM preferred suppliers who have agreed transaction fee terms with Altitude in order for them to be included as a supplier on AiMpro. In total 28 of the top 50 AiM preferred suppliers have agreed terms for inclusion on AiMpro and the Company anticipate the majority of the approximately 200 preferred AiM suppliers to have agreed terms by the end of 2018.

The AiM buying group currently comprises 1,579 members with an aggregate revenue of approximately US$1.4bn of sales order value.

As a simple illustration of the scale of GTR potentially available to Altitude, based on the terms agreed with the AiM preferred suppliers signed to date and on the assumption that, in due course, 90 per cent. of existing AiM members are transacting their purchase orders through AiMpro, then GTR on a sliding scale between US$38 million (100% of transactions offline) and US$103 million (100% of transactions online) could be generated.

The speed of securing consistently transacting members and on-boarded, transaction fee paying preferred AiM suppliers is critical for Altitude to realise this potential.

NAPCO Media - second ChannlPro partnership

The Company announced today that it has signed a new two year partnership agreement with the printing, packaging and publishing division of NAPCO Media ("NAPCO"), a leading and large North American digital media, marketing and publishing company. Under the terms of the partnership agreement Altitude will provide a 'white labelled' ChannlPro platform to NAPCO that will mirror the AiMpro product.

The NAPCO partnership will provide Altitude with access to approximately 80,000 commercial print businesses of which approximately 12,500 are already active in the promotional product market. The white labelled ChannlPro platform will provide these businesses with easy access to the promotional product industry and as they start to transact on the platform Altitude will generate GTR based on the same revenue model that was used for AiMpro.

Altitude is now engaged in developing the white label ChannlPro platform for NAPCO and, once it is launched, the NAPCO offering will be able to leverage the same supplier database already partnering with Altitude on AiMpro.

andeverything.com Update

As previously announced, Altitude soft launched "andeverything.com" it's online aggregating market place for personalised promotional products in the UK in December 2017. The intention is for andeverything.com to be launched in the US during 2018 following the completion of further commercial development work being undertaken to enhance and refine the offering based on intelligence gained the soft launch in the UK. Once launched in the US andeverything.com will be complementary to Altitude's ChannlPro platforms and will be offered as a potential source of new business to all platform members.

Revenue from andeverything.com will be derived from a 12% commission payable by the distributor or ChannlPro member and will be additive to the GTR received if the order is placed on a Channl or ChannlPro supplier.

andeverything.com's internet presence will be supported by search engine optimisation investment. Currently andeverything.com is at minimum viable product ("MVP") status and the UK soft launch is being used as a beta test to hone the user experience and design to achieve a fully commercial product ahead of US launch in Q2 of 2018. Six weeks of test data in the UK have shown that the website has received 2,889 homepage visits with 279 carts initiated and a 1% cart conversion rate There are currently 25 distributors listed or being on-boarded to the platform listing over 1,000 products in aggregate.

Proposed Use of Proceeds

The proceeds from the Placing will be used to:

-- Accelerate the roll out of AiMpro -by expanding the US and UK workforce to increase on-boarding, monitoring and customer support and service processing capacity of both members and suppliers.

-- Commence the roll out of the new ChannlPro solution to NAPCO- complete the 'white label' customisation for NAPCO and then commence the on-boarding, monitoring and customer support and service of members and suppliers throughout 2018.

   --     Continue the commercial development of andeverything.com. 

Peter Hallett, Executive Chairman, commented: "We are excited and encouraged by the reaction of the AiM membership and their preferred suppliers to our AiMpro solution, and by the agreement reached with NAPCO to provide a similar platform for the adjacent market of circa 80,000 commercial printer businesses, approximately 13,000 of whom already provide promotional products. The Board believe it is now timely to raise additional resource to capitalise on these partnerships and accelerate the monetisation of our US patented ChannlPro technology. ".

Defined terms used in this announcement will have the same meaning (unless the context otherwise requires) as set out in this announcement and in the Circular posted to shareholders today which is available on the Company's website at www.altitudeplc.com.

Enquiries:

 
 Altitude Group plc 
  Peter Hallett, Executive 
  Chairman                            07887 987469 
 
 finnCap ltd                         020 7220 0500 
 Jonny Franklin-Adams (Corporate 
  Finance) 
 Scott Mathieson (Corporate 
  Finance) 
 Richard Chambers (Corporate 
  broking) 
 
 

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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February 28, 2018 11:15 ET (16:15 GMT)