AIM Schedule One - Drumz plc (6429V)

TIDMDRUM

RNS Number : 6429V

AIM

06 April 2023

 
           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: 
 Drumz plc (to be renamed Acuity RM Group plc) 
 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY 
  TRADING ADDRESS (INCLUDING POSTCODES) : 
 Registered Office 
  Burnham Yard 
  London End 
  Beaconsfield 
  HP9 2JH 
 
  Principal place of business (post Admission to 1 May 2023) 
  120 New Cavendish Street 
  London 
  W1W 6XX 
 
  Principal place of business (from 1 May 2023) 
  80 Cheapside 
  London 
  EC2V 6EE 
 COUNTRY OF INCORPORATION: 
 England and Wales 
 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED 
  BY AIM RULE 26: 
 www.drumzplc.com (prior to Admission) 
  www.acuityrmgroup.com (post Admission) 
 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: 
 Drumz is an investing company admitted to trading on AIM with 
  an investment policy focused principally, but not exclusively, 
  on acquiring investments in technology businesses based in 
  Europe. 
 
  Drumz currently has two investments, being a 25 per cent. shareholding 
  in Acuity Risk Management ("ARM") and a 5.85 per cent. legacy 
  shareholding in KCR Residential REIT plc ("KCR"). 
 
  Admission is being sought as Drumz has conditionally agreed 
  terms to acquire the remaining issued shares and to be issued 
  shares in ARM, (a supplier of Governance, Risk, Compliance 
  ("GRC") software and services) which constitutes a reverse 
  take-over under AIM Rule 14. 
 
  ARM is an established provider of risk management services. 
  ARM's award-winning STREAM(R) is a GRC software platform, which 
  collects data about organisations to improve business decisions 
  and management. It is used by around 70 organisations in markets 
  including government, utilities, defence, broadcasting, manufacturing 
  and healthcare. Most customers use it for managing cybersecurity 
  and IT risks and for compliance with ISO 27001 and other standards 
  and regulations. STREAM(R) is sold on a SaaS or private cloud 
  delivery (on-premise) basis, typically with a three year licence, 
  invoiced annually in advance. Sales are made directly through 
  the Company's own sales team and via a growing network of partners 
  in the UK and the US. 
 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): 
 Ordinary Shares of 1 penny each comprising: 
   Existing Drumz shares (post 
    the share reorganisation):         41,982,400 
   Consideration Shares:               45,709,570 
                                      ------------ 
   Placing and Subscription Shares:    32,222,222 
                                      ------------ 
   Adviser Shares (being taken 
    in part satisfaction of fees)      1,111,111 
                                      ------------ 
   Total:                              121,025,303 
                                      ------------ 
 
 
  Numbers above are post a Share Reorganisation 
  No shares held in treasury. 
  No restrictions as to transfer of the securities. 
 CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) 
  AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: 
 Primary capital to be raised on Admission: GBP1.45 million 
 
  Market capitalisation on Admission: GBP5.4 million (at the 
  Issue Price) 
 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: 
 Post Admission 50.9% 
 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: 
 
   None 
 THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION 
  (Y/N) 
 N 
 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): 
 
        Directors: 
         *    Simon Charles Bennett - Non-Executive Chairman 
 
 
         *    Angus George Patrick Forrest - Chief Executive 
 
 
         *    John Nigel Wakefield - Non-Executive Director 
 
 
         *    Nicholas ("Nick") Clark - Non-Executive Director 
 
 
 
        Proposed Director: 
         *    Simon Keith Marvell -Proposed 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): 
  Significant Shareholder    Pre admission   Following 
                                               Admission 
                                    %             % 
                             --------------  ----------- 
   Simon Marvell                    -         26.2 
                             --------------  ----------- 
   Richard Mayall                   -         11.0 
                             --------------  ----------- 
   Nicholas ("Nick") 
    Clark                         21.3        7.3 
                             --------------  ----------- 
   Angus Forrest                   7.5        3.9 
                             --------------  ----------- 
   J&O Simmons                     7.1        3.4 
                             --------------  ----------- 
   Aidan O'Hara                     5         1.7 
                             --------------  ----------- 
   Stephen Wicks                    5         1.7 
                             --------------  ----------- 
   Highlands Village 
    Limited                        4.1        1.4 
                             --------------  ----------- 
   Nishith ("Nish") 
    Malde                          3.4        1.2 
                             --------------  ----------- 
   William Barbour                 3.3        1.1 
                             --------------  ----------- 
 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 
  2, PARAGRAPH (H) OF THE AIM RULES: 
 N/A 
 (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) 31 December 
                    (ii) 31 March 2022 
                    (iii) Annual report for the year ended 31 December 2022 published 
                    by 30 June 2023. Half year report for the six months ended 
                    30 June 2023 published by 30 September 2023. 
                    Annual report for the year ended 31 December 2023 published 
                    by 30 June 2024. 
 
                    In addition, the Company intends to report the audited results 
                    of Acuity for the year ending 31 March 2023 for its then wholly 
                    owned subsidiary, Acuity, by 30 September 2023. 
 EXPECTED ADMISSION DATE: 
 25 April 2023 
 NAME AND ADDRESS OF NOMINATED ADVISER: 
 WH Ireland Limited 
  24 Martin Lane 
  London 
  EC4R 0DR 
 NAME AND ADDRESS OF BROKER: 
 WH Ireland Limited 
  24 Martin Lane 
  London 
  EC4R 0DR 
 
  Peterhouse Capital Limited 
  80 Cheapside 
  London 
  EC2V 6EE 
 
  Clear Capital Markets Limited 
  Broadgate Tower 
  20 Primrose Street 
  London 
  EC2A 2EW 
 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: 
 The Admission Document, which will contain full details about 
  the applicant and the readmission of its securities, will be 
  available on the Company's website https://drumzplc.com/reports 
  and from the date of the Company's Admission on the Company's 
  new website www.acuityrmgroup.com . 
 THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO 
  APPLY 
 Quoted Companies Alliance Corporate Governance Code 
 DATE OF NOTIFICATION: 
 6 April 2023 
 NEW/ UPDATE: 
 New 
 

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April 06, 2023 06:00 ET (10:00 GMT)