Vox Valor Capital Limited Admission to Main Market and First Day of Dealings (5370E)

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RNS Number : 5370E

Vox Valor Capital Limited

31 October 2022

NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

This announcement is an advertisement that is being published in connection with the admission of the Company's issued, and to be issued ordinary share capital, to the standard segment of the Official List and to trading on the London Stock Exchange PLC's Main Market for listed securities ("Admission") in respect of which the Company has published a prospectus dated 30 September 2022 which is available from www.vertucapital.co.uk/page/investor-relations/ and www.voxvalor.com/investors ("Prospectus"). This announcement is not and does not constitute or form part of, and should not be construed as, an offer of securities for subscription or sale in any jurisdiction nor a solicitation of any offer to buy or subscribe for, any securities in any jurisdiction, nor shall it or any part of it, or the fact of its distribution, form the basis of or be relied on in connection with, any contract or commitment whatsoever. This announcement does not constitute a recommendation regarding any securities. Prospective investors should not subscribe for or purchase any securities on the basis of this announcement. Investors may invest in the Company's securities solely on the basis of the information in the Prospectus (together with any supplementary prospectus, if relevant,) including the risk factors set out therein, provided that (i) they are not subject to the laws of a jurisdiction in which the release, distribution, publication, directly or indirectly, in whole or in part of this announcement or the Prospectus might constitute a violation of the relevant laws or regulations of such jurisdiction and (ii) their subscription will not place the Company in breach of the laws of the jurisdiction that apply to the prospective investor.

31 October 2022

Vox Valor Capital Limited

("Vox Valor" or the "Company")

ADMISSION TO TRADING ON THE MAIN MARKET, ACQUISITION AND FIRST DAY OF DEALINGS

Vox Valor Capital Limited (LSE: VOX) , formerly Vertu Capital Limited, is pleased to announce that its entire issued ordinary share capital consisting of 2,368,395,171 ordinary shares of GBP0.01 each ("Ordinary Shares") will today be admitted to the Official List (by way of Standard Listing under Chapter 14 of the Listing Rules) and to trading on the London Stock Exchange's Main Market for listed securities (together, the "Admission"). Dealing will commence at 8.00 a.m. today 31 October 2022, under the ticker "VOX".

Highlights

-- The acquisition of Vox Capital Limited ("Vox Capital"), which will complete immediately prior to Admission, results in the Company acquiring a London based technology and digital marketing group ("Acquisition").

-- Vox Capital owns UK mobile marketing services and technology business, Mobio Global, which provides performance-based mobile marketing services to promote mobile apps and websites to its customers. Vox Capital also has a minority holding in app management company, Airnow plc.

-- Following Admission, the Company will utilise Vox Capital's expertise in building and scaling companies to develop Mobio Global's business internationally and to acquire companies or businesses in the Martech (marketing technology), digital content, mobile games and digital marketing sectors.

-- The Directors believe that the way in which mobile apps and games are marketed and the rise of paid user acquisition is creating a significant tailwind for companies that provide digital/mobile marketing services or that provide digital/mobile marketing or advertising technology solutions.

-- Following Admission, the Company will have 2,368,395,171 Ordinary Shares in issue. (Shareholders should use this figure 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).

-- On Admission, Vox Valor Holding Ltd will become the Company's largest shareholder, owning 62.64% of the Company's issued share capital. A representative of Vox Valor Holding Ltd, Mr Konstantin Khomyakov, will at Admission join the board of the Company.

-- On Admission, Mr John Booth and Mr Rumit Shah will be appointed as non-executive chairman and non-executive director of the Company respectively. Kiat Wai Du and Shunita Maghji will resign from their roles of non-executive directors of the Company at Admission.

-- On Admission, Rada Palanisamy will resign as company secretary of the Company and Konstantin Khomyakov will be appointed the Company's secretary.

-- The Board believes that the Acquisition and Admission will assist the Company in building its profile and implementing its strategy of growing Mobio Global's business internationally.

John Booth, Chairman of Vox Valor , commented:

"We are pleased to complete the Acquisition and Admission as this marks the first step in our journey of growing both the Vox Valor Capital group and Mobio Global organically as well as through acquisitions of companies in the marketing tech, advertising technology and digital content space. We are already seeing significant revenue growth and more diversification of Mobio Global's revenue base in the UK and Europe and we are excited by the potential of Mobio Global Inc, soon to commence trading in the United States. We are confident in our ability to acquire more businesses for the group in the foreseeable future and that our listing on the London Stock Exchange will give us greater flexibility in financing such acquisitions."

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

-S -

For additional information please contact:

Simon Retter

Tel: [phone]

Email: [e-mail]

Novum Securities Limited

David Coffman / George Duxberry

Tel: [phone]

NOTES TO EDITORS:

ABOUT VOX VALOR CAPITAL LIMITED

Vox Valor Capital Limited is the holding company for Vox Capital Limited and its subsidiary companies (together the "Vox Group"). The Vox Group has a focus on making acquisitions of majority stakes in the marketing technology, digital content, mobile games/apps and digital marketing sector. Digital marketing technology and services and digital content/mobile games are large and fast-growing industries. The Vox Group's management team has a successful track record of operating, financing, and exiting businesses in this sector and has a network in this sector which generates a steady flow of leads and introductions to potential acquisition candidates. The Vox Group will target the acquisition of privately held businesses that can benefit from the access to liquidity and international scaling expertise that the Vox Group and its management team can provide.

DIRECTORS

   --      John Booth (Chairman) 

Mr. Booth has over 20 years' experience as a director and chairman of various private and public listed companies, and environmental charities. He currently serves as the nonexecutive chairman of two other public listed companies and as non-executive director and head of the audit and governance committees for another two. He holds a BSc(Hons) in Biology and Environmental Science, LLB, JD and LLM in international finance, tax and environmental law. He started his career as a commercial litigator before joining the non-dollar derivatives, tax structuring desk of Merrill Lynch International in 1990. He then held increasingly senior positions with ICAP, CEDEF, ABN

AMRO Bank NV, CIBC, and the World Bank as a lawyer, investment banker, broker, and strategy consultant over his career. From 2004 to 2012 he was a partner with JAS Financial Products LLP, an alternative asset manager. From 2012 to 2017 he served as Chairman and CEO of Midpoint Holdings Limited, the world's first peer-to-peer FX company which he cofounded and listed via reverse takeover. He has co-founded three other businesses, and currently guest lectures on ESG in the graduate business school at Kings College London.

   --      Konstantin Khomyakov (Finance Director) 

Konstantin is a finance professional, certified accountant and auditor, member of ACCA (Association of Chartered Certified Accountants) with proven track-record of successfully completed audit, risk-management and consulting projects. Konstantin is experienced in strategic planning, financial management and risk assessment, gained this experience while working for clients and companies that were based in Russia, US, Europe and Central Asia, leveraging 20+ years of corporate finance and audit expertise with market leaders such as KPMG. Konstantin obtained an MBA degree from IMD business school.

   --      Rumit Shah (Non-Executive Director) 

Rumit is an experienced finance professional and a chartered accountant and member of the ICAEW (Institute of Chartered Accountants in England and Wales). Rumit worked as a director at the structured finance department of Deutsche Bank in London and was a partner at JAS Financial Products LLP and is currently the director and owner of consultancy and investment firm Intrinzik Limited.

   --      Simon Retter (Non-Executive Director) 

Simon graduated from the University of Bristol in 2003 with a BSc Upper Second-Class Honours in Accounting & Finance and started his career at Deloitte LLP where he qualified as a chartered accountant. He specialised in corporate finance co-ordinating reporting accountant's work for AIM IPOs, preparing Long-form/Accountants Reports/Working Capital Reports and producing acquisition due diligence reports. Simon has been a Financial Director at Paragon Diamonds Ltd since April 2010 whereas an original founding director he had sole responsibility for managing the IPO process and has raised GBP9 million in new equity to date. Simon is also currently a Non-Executive Director at Eastinco Mining & Exploration plc (LSE: ATN) and Finance Director at a newly incorporated investment vehicle targeting the finance and technology sectors. Simon has extensive experience in public markets, specifically reverse takeovers, IPOs, and secondary fundraising combined with high pressure and dynamic environments encountered in the start-up and growth phase of businesses.

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October 31, 2022 03:00 ET (07:00 GMT)