NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
This announcement is not a prospectus or admission document and not an offer of shares for sale in any jurisdiction, including in or into Australia, Canada, Japan, South Africa or the United States.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors should not subscribe for or purchase any shares referred to in this announcement except solely on the basis of the information contained in an Aquis Stock Exchange Growth Market admission document in final form (together with any supplementary admission document, if relevant, the "Admission Document"), including the risk factors set out therein, that may be published by VSA Capital Group plc in connection with Admission (as defined below).
DATE: 1 September 2021
VSA Capital Group plc
("VSA", the "Company" or together with its subsidiaries the "Group")
Intention to Float on AQSE Growth Market
VSA Capital Group plc, an international investment banking and broking firm, with offices in London and Shanghai, is pleased to announce its intention to apply for admission of its Ordinary Shares to trading on the Access segment of the Aquis Stock Exchange Growth Market ("AQSE Growth Market") ("Admission"). Admission is targeted for 9 September 2021.
VSA Highlights
· Headquartered in London, VSA is an international investment banking and broking firm, with offices in London and Shanghai, providing corporate finance, advisory and capital markets services to private and public companies.
· VSA's focus is on providing an independent, solutions-driven service to clients across multiple sectors with a particular focus on natural resources, transitional energy, alternative energy, technology, media and telecoms (TMT) and the consumer and leisure sectors.
· VSA acts as retained adviser or broker to listed or quoted companies on various exchanges, and many of the VSA Capital's clients are capitalised at over £100m.
· VSA's longstanding focus on the natural resources sector has resulted in long-lasting and deep relationships across the world particularly in Asia and Africa as well as a strong understanding of the cultural nuances associated with doing business in each. With this sector focus VSA has been an early mover in the transitional energy space and has leading expertise in executing capital markets strategies across the full battery storage supply chain.
· VSA also owns minority stakes in Benjiami Limited, a cryptocurrency and blockchain focused investment house, Pure Reports Limited, a research, consulting, and advisory business to companies engaged in blockchain activities and Shanghai Mining Club Limited ("Shanghai Mining Club") a forum to connect western mining companies with the broader Chinese investment community.
· As well as VSA's permanent presence in Shanghai it has joint venture partnerships with Faida Investment Bank Limited ("Faida") a leading investment bank regulated by the Capital Markets Authority in Kenya and with Moshe Capital Pty Ltd ("Moshe Capital") an advisory and investment firm, regulated by the Financial Services Board in South Africa, that advises and invests in African companies.
Andrew Monk, CEO of VSA said:
"We are delighted to be listing on the Aquis Exchange. For VSA it is another step forward in our growth strategy which is very much to differentiate ourselves from our peer group and to provide capabilities that others don't have. VSA Capital is a leading adviser on Aquis. We are a leader in the whole value chain for Transitional Energy from mine to battery and energy storage to e mobility and across all forms of transitional energy including hydrogen. We have unique capabilities with our own office in Shanghai (China) and a growing network of partnerships across Africa. These three pillars alongside our well-established investment banking capabilities and highly experienced team bode well for our ability to continue the performance we have shown in the last 5 years in tricky market conditions, and also to significantly create value for shareholders. Our listing on Aquis shows our commitment to this market which we believe over time will become the "Nasdaq of London" as London needs a competitive environment to grow in the post Brexit environment as a monopoly with the London Stock Exchange will not be the best way to achieve this"
VSA's principal business activities are:
Corporate Finance
The corporate finance team provides advice to small and mid-cap growth companies (both in the public and private markets) across a variety of industry sectors. These services include advising on private equity and equity capital markets (ECM) transactions, including initial public offerings (IPO), secondary raisings and reverse takeovers (RTO); as well as on corporate transactions involving mergers and acquisitions (M&A), disposals and restructurings, leveraged buyouts (LBO) and joint ventures (JV). The team also provides regulatory advice to retained clients to ensure ongoing compliance with the relevant exchange and regulatory bodies.
Corporate Broking
The team provides corporate broking services, including follow-on equity capital raisings, market reporting obligations and shareholder base analysis, to small and mid-cap companies listed or quoted on stock exchanges domestically (London Stock Exchange Main Market, AIM, and AQSE) and internationally (Australian Stock Exchange ("ASX"), National Stock Exchange of Australia ("NSX"), Johannesburg Stock Exchange ("JSE"), Toronto Stock Exchange ("TSX") and the TSX Venture Exchange ("TSX-V").
Equity Sales
The equity sales team sources equity and debt funding and alternative finance from institutional investors, specialist investors, wealth managers, hedge funds, family offices and high net worth individuals (HNWs) in the UK and internationally.
Research
The research team provides pre-IPO and secondary research to promote the Group's retained corporate clients to investors domestically and internationally. In addition, the team produces thematic and macro research keeping potential investors and existing shareholders up to date with corporate and sector developments.
VSA Capital is "Broker Exempt" under (MiFID II) and is therefore able to distribute its research freely to the benefit of its corporate clients.
Fixed Income Asset Management
The Group has a profit share agreement with a Fixed Income Asset Management team. Under the Agreement, the VSA Capital team offers fixed income services to its investing clients. The team focuses on pure vanilla corporate bonds, high yield bonds and government debt/rates in EUR, USD, and GBP, with a geographic coverage across Europe, USA, emerging markets, the Middle East and North Africa (MENA) region and Asia.
Mining Fund Management
The Group has a profit sharing agreement with a team that has established a fund management/fund advisory capability in the mining sector and has been appointed as advisor to a private US mining fund. The VSA Capital team focuses on long-term opportunities in commodity sub-sectors, micro-, small- and mid-cap companies with world class undeveloped resource bases and producing companies.
Expected IPO and Subscription highlights
· Admission to trading on the Access segment of the Aquis Stock Exchange Growth Market.
· Subscription to a limited number of qualifying investors raising gross proceeds of c.£[250,000].
· Immediately following Admission, the Company intends to have a free float of approximately 25 per cent.
Alfred Henry Corporate Finance Limited ("Alfred Henry") will be appointed as AQSE Corporate Adviser to the Company from Admission.
Strategy and Prospects
· VSA's strategy is to identify areas where competition is lower but with significant growth potential.
· VSA's primarily focuses on primary markets, the market for initial sales of financial instruments, and has historically avoided the secondary market, the market for all subsequent transactions in financial instruments. This strategy enables VSA to keep the number of employees smaller resulting in a much lower cost base compared to the Company's competitors.
· VSA will continue its focus on the natural resources and transitional energy sectors where it believes it has developed a reputation as sector specialists. VSA's historic sector focus on natural resources means that it is uniquely well positioned to support its corporate clients across the whole value chain of transitional energy from mine to battery to grid supplier to electric vehicle.
· VSA intends to develop additional sector capability where which are complementary to its core sectors or where significant crossovers exists, such as technology, leisure and the consumer brands sectors.
· In addition to developing VSA's core business, VSA has identified four strategic initiatives where it believes there is a lack of competition, a potentially large market exists, and where it has the in-house abilities to be successful. These strategic initiatives include:
o an increasing focus on the development of the AQSE Stock Exchange into the "NASDAQ of London" and as a serious alternative market for clients to the AIM Market or the Main Market of the LSE.
o developing VSA's capability to involve individual investors in ECM transactions, provides an additional pool of capital, not offered by VSA's competitors, to existing and potential corporate clients, in addition to providing liquidity in corporate clients shares.
o increasing VSA's activities in China alongside the right partners. Alongside this, VSA's relationships in Africa with Faida and Moshe Capital uniquely offers VSA the ability to provide existing and potential corporate clients a network linking London, China and Africa.
o growing VSA's number of investments, with a greater focus on realising market gains.
For more information, please contact:
| VSA Capital |
+44(0)20 3005 5000 |
| Andrew Monk, CEO Andrew Raca, Head of Corporate Finance |
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| Alfred Henry - AQSE Corporate Adviser |
+44 (0)20 3772 0021 |
| Jon Issacs |
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