This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
16 May 2025
VISUM TECHNOLOGIES PLC
("Visum" or the "Company")
Visum Technologies Signs SPA to Acquire C&C Gordon Ltd,
And Proposed Debt Conversion
Visum Technologies Plc (AQSE: VIS), a capture technology company with a global focus on the leisure sector, is pleased to announce it has signed a binding Share Purchase Agreement ("SPA") to acquire 100% of the share capital of C&C Gordan Ltd ("C&C"), a company based in the United Kingdom, for a total consideration of £4 14 ,000 (the "Proposed Acquisition"). The consideration for the Proposed Acquisition is to be satisfied in full through the issuance of new ordinary shares of £0.001 each in Visum ("Ordinary Shares"), to be issued at a price of £0.005 per share, resulting in the issuance of 8 2 , 8 00,000 Ordinary Shares ("Consideration Shares").
The Proposed Acquisition is subject to Visum customary legal, financial, and other due diligence for a transaction of this type, as well as shareholders' approval. The SPA contains a Long Stop Date expiring on 30 June 2025. The Company cannot guarantee that the Proposed Acquisition will be completed. If completed, Barry Michael Cushley, Founder of C&C Ltd, is expected to join Visum's Board as Chairman and Andy Edge, the Non-executive Chairman of the Company, would be stepping down.
C&C is a tech-driven company that provides a fully enabled work ecosystem, being a unique shared workspace provider in the UK that provides and facilitates in-house app development exclusively for clients, providing a complete end-to-end development process on IOS and Android mobile platforms. Utilizing AI-informed design elements ensures C&C develops feasible spaces to the highest standards. The internal digital media division provides web design and unique AI filtering data capture implementation. In the new world landscape, where the demand for quality AI-integrated workspaces is increasing, the C&C model is well placed to roll out more spaces across the UK.
Marc Dixon, CEO of Visum, commented:
Visum is thrilled to announce the Proposed Acquisition of C&C, a strategic move that marks an exciting new chapter in our growth. This Proposed Acquisition is expected to provide Visum with expanded capabilities to further develop, refine, and rigorously test our cutting-edge video technologies. C&C's expertise and resources should allow us to accelerate innovation, ensuring we continue to deliver industry-leading solutions to our partners and clients. We look forward to the new opportunities this integration can bring and are excited about the future advancements it will enable for Visum and the broader industry. I'm excited to be joining Barry Cushley as we work together to strengthen Visum's future-for both the C ompany and our shareholders.
Barry Michael Cushley, Founder of C&C Ltd, added:
I am proud to be potentially joining the Visum team, where I can bring my experience and skills to bear in order to propel the Company's business forward. We have set out on a pathway to grow the business to sustainable profitability in the medium term.
Debt Conversion
In connection with the Proposed Acquisition, the Company is in negotiation with existing creditors to convert their debt into equity. As part of this debt restructuring, the Company expects to issue approximately 142 million Ordinary Shares ("Debt Conversion"). The issue of Ordinary Shares to creditors is also subject to Shareholders' approval.
Planning of General Meeting
The Company is arranging a General Meeting to obtain shareholder approval in respect of the Proposed Acquisition and Debt Conversion. A Notice of General Meeting will be posted and announced in due course.
The Directors of the Company are responsible for the contents of this announcement.
ENDS
About Visum Technologies
Visum Technologies Plc (AQSE: VIS) is a capture technology firm primarily focusing on the global leisure market. Their mission is revolutionizing capture technology, initially targeting specialized niches within the leisure industry. Visum captures, generates, and distributes branded, real-time digital content. They do this through a combination of proprietary hardware and software solutions that can be distributed and shared on all leading social media platforms. Whenever Visum identifies complementary technologies that can enhance its core offerings, expand its global presence, or facilitate entry into new markets, they are open to partnerships or acquisitions. For more information, please visit www.visumtechnologies.net .
For further information, please contact:
| Visum Technologies Marc Dixon, Chief Executive Officer
|
marc.dixon@visumtechnologies.net + 44 7 700 169331
|
| First Sentinel Corporate Finance Limited (AQSE Corporate Adviser) Brian Stockbridge
|
+44 20 3855 5551 |
Capital Plus Partners (IR & coms adviser)
Dominic Berger dpb@capplus.co.uk
+44 7799 888544
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.