Share Name Share Symbol Market Type Share ISIN Share Description
Location Sciences Group Plc LSE:LSAI London Ordinary Share GB00BGT36S19 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.0% 0.425 0.40 0.45 0.425 0.4185 0.425 985,008 08:00:25
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Technology Hardware & Equipment 1.1 -1.4 -0.2 - 11

Location Sciences Group PLC Board changes and appointment of Joint Broker

25/05/2021 8:01am

UK Regulatory (RNS & others)

Location Sciences (LSE:LSAI)
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RNS Number : 6189Z

Location Sciences Group PLC

25 May 2021

25 May 2021

Location Sciences Group PLC

("Location Sciences" or the "Company")

Board changes, Directors' Interests and appointment of Joint Broker

Board changes

Location Sciences is pleased to announce that, following the passing of the resolutions at the General Meeting held on 21 May 2021 and the admission today of the New Ordinary Shares in relation to the fundraise, Simon Wilkinson and Dr Nigel Burton have been appointed to the Board of the Company as Non-Executive Chairman and Non-Executive Director respectively.

Simon Wilkinson is a highly experienced software executive and entrepreneur, having been involved with a number of public and private companies over his career. He was most recently CEO then Chairman of Mobica, a world-leading, award-winning software services company offering bespoke development, QA and consultancy. He was previously Chief Executive Officer of Myriad Group AG, which was listed in Zurich, and founder and Chief Executive Officer of Magic4 Ltd, a mobile messaging software market leader, backed by 3i, Philips Ventures and Motorola Ventures.

Dr Nigel Burton spent 14 years as an investment banker at leading City institutions including UBS Warburg and Deutsche Bank, including as the Managing Director responsible for the energy and utilities industries. Following this he spent 15 years as Chief Financial Officer or Chief Executive Officer of a number of private and public companies. He is currently a Non-Executive Director of BlackRock Throgmorton Investment Trust plc, DeepVerge plc, eEnergy Group plc, Mobile Streams plc and Microsaic Systems plc.

The Company's Audit, Remuneration and Nomination Committees will be chaired by Dr Nigel Burton and Simon Wilkinson will be a member of all committees. Dr Nigel Burton will also assume the responsibilities of Senior Non-Executive Director.

As anticipated in the circular to shareholders published by the Company on 4 May 2021 ("Circular"), Kelvin Harrison and Benjamin Chilcott have now stepped down from the Board.

The Company intends to initiate a process to identify and appoint a second independent Non-Executive Director in addition to Nigel Burton, who is deemed independent, with a view to making an appointment as soon as reasonably practicable and ideally within six months following Admission, subject to finding an appropriate candidate with relevant experience. Further consideration will be given to appointing a third independent Non-Executive Director following the anniversary of Admission and before the Company's 2022 annual general meeting.

Directors' Interests

The Directors together hold an aggregate of 182,371,111 Ordinary Shares, representing 7.0 per cent. of the Company's current issued ordinary share capital ("Issued Share Capital") (being 2,605,087,398 Ordinary Shares), as set out in the table below.

Director             Number of Ordinary Shares  Percentage of the Enlarged 
                                      held (1)        Issued Share Capital 
   Mark Slade                       26,204,444                         1.0 
   David Rae                        13,666,667                         0.5 
   Simon Wilkinson                  75,000,000                         2.9 
   Dr Nigel Burton                  67,500,000                         2.6 
-------------------  -------------------------  -------------------------- 
TOTAL                              182,371,111                         7.0 
===================  =========================  ========================== 

(1) The interests above exclude the 22,888,889 unexercised but out-of-the-money options over Ordinary Shares held at the date of this announcement by the Executive Directors. It is expected that these options will be surrendered and that new options will be granted to the Executive Directors. If any new options are granted, details will be notified to Shareholders via a Regulatory Information Service.

The Directors have been issued with the following warrants over Ordinary Shares pursuant to the Director Warrant Instrument, the Broker Warrant Instrument and the Promoter Warrant Instrument:

 Director             Number of Ordinary   Number of Ordinary   Number of Ordinary 
                                  Shares               Shares               Shares 
                     subject to Director    subject to Broker           subject to 
                                Warrants             Warrants    Promoter Warrants 
 Mark Slade                   30,000,000           10,000,000                    - 
 David Rae                    30,000,000            6,250,000                    - 
 Simon Wilkinson              30,000,000                    -          500,000,000 
 Dr Nigel Burton              30,000,000           25,000,000                    - 
-----------------  ---------------------  -------------------  ------------------- 
 TOTAL                       120,000,000           41,250,000          500,000,000 
=================  =====================  ===================  =================== 

The Directors together hold an aggregate of 661,250,000 warrants over Ordinary Shares, representing 25.4 per cent. of the Issued Share Capital. This figure reduces to 14.5 per cent. of the Issued Share Capital as further increased by the exercise in full of the Promoter Warrants, the Cornerstone Investor Warrants, the Broker Warrants, and the Director Warrants (and assuming no other issuance, including such as that which may arise from the exercise of other options which may be granted to other employees in future).

Appointment of Joint Broker

The Directors are pleased to announce the appointment of Turner Pope Investments (TPI) Ltd as joint broker to the Company.

Simon Wilkinson, Non-Executive Chairman, commented:

"Nigel and I are delighted to be joining the Board and look forward to working with Mark and David as we look to position Location Sciences to maximise its potential.

The Company would also like to take this opportunity to thank Kelvin Harrison and Benjamin Chilcott for their contributions to Location Sciences during a particularly challenging period for the Company."

A copy of this announcement is available on the Company's website https://www.locationsciencesgroup.ai/investor-relations/rns-news-alerts/ .

Terms defined in the Circular shall have the same meanings when used in this announcement.

For further information please contact:

Location Sciences Group PLC via Milk & Honey PR

Mark Slade, Chief Executive Officer

David Rae, CFO and Commercial Director

Allenby Capital Limited (Nominated Adviser) Tel: +44 (0)20 3328 5656

David Hart

David Worlidge

Peterhouse Capital (Joint Broker) Tel: +44 (0) 20 7220 9791

Charles Goodfellow

Eran Zucker

Turner Pope Investments (TPI) Ltd (Joint Broker) Tel: +44 (0)20 3657 0050

James Pope

Andy Thacker

Milk & Honey PR Tel: +44 (0)20 3637 7310

Kirsty Leighton

Jessica Ballinger

In accordance with the requirements of the AIM Rules Schedule 2(g), Mr. Simon Wilkinson, 55, holds or has held the following directorships in the previous five years:

 Current directorships                   Past directorships 
 Darcey Wilkinson Equestrian Limited     Mobica Limited 
 RM222 Limited                           Mobica Bidco Limited 
                                         Mobica Holdings Limited 
                                         Mobica GmbH (Germany) 
                                         Mobica Ltd Sp. Zo.o 
                                         Mobica Technologies Poland 
                                          Sp. Zo.o 
                                         Mobica US Inc. 

Mr Wilkinson was a director of S&J Wilkinson Limited which was wound up following a court order under the Insolvency Act 1986. A notice was given on 30 January 1997 which stated that the winding-up of the company was complete.

In accordance with the requirements of the AIM Rules Schedule 2(g), Dr. Nigel John Burton, 63, holds or has held the following directorships in the previous five years:

 Current directorships             Past directorships 
 Wasdale Head Limited              Management Resource 
                                    Solutions plc 
 Wasdale Head Inn Limited          Nu-Oil and Gas plc 
 SenseToys Limited                 Remote Monitored Systems 
 ASD Visual Aids Limited           GyroMetric Systems Limited 
 Microsaic Systems plc             Strat Aero International 
 Tau Capital plc                   UKAerovision Limited 
 eEnergy Group plc                 Corcel plc 
 Mobile Streams plc                Digitalbox plc 
 Streams Data Limited              Modern Water plc 
 Mobile Streams Inc 
 eEnergy Holdings Limited 
 DeepVerge plc 
 Highbec Limited 
 Blackrock Throgmorton Trust plc 

Dr Burton was a director of Pease Limited within the 12 months prior to the company appointing a liquidator in June 1998. The company was subsequently liquidated in 2002.

There is no further information to be disclosed pursuant to Schedule 2(g) of the AIM Rules for Companies in relation to Mr Wilkinson or Dr Burton.

About Location Sciences Group PLC:

Location Sciences is the pre-eminent global location verification provider to the $160 billion digital advertising industry. Working in partnership with brands, media agencies and suppliers to reduce ad-wastage and improve the effectiveness of location-based advertising campaigns.

The digital advertising market-place remains unregulated and un-monitored, with an estimated $19 billion wasted on ad-fraud in 2018. Location Sciences has developed Verify, the world's first independent location verification product. Utilising sophisticated machine learning and pattern recognition technologies, Verify detects location ad-fraud and shines a light on location data inaccuracy with the aim of bringing back integrity, transparency and trust to the market place.

Rule 26 website: www.locationsciencesgroup.ai

   Verify website:     www.locationsciences.ai 
   LinkedIn:               https://www.linkedin.com/company/locationsciences 
   Twitter:                   @LocationSci 

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May 25, 2021 03:01 ET (07:01 GMT)

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