TIDMMONI
RNS Number : 1506Y
Monitise PLC
27 November 2014
THIS ANNOUNCEMENT, AND THE INFORMATION CONTAINED HEREIN, IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE
UNITED STATES, CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
27 November 2014
Strategic Partners support accelerated roll-out of
Monitise's
global platform
Deepening commercial partnerships support Monitise's guidance
for 2018
GBP49.2m investment by Santander, Telefónica and MasterCard to
accelerate growth in Mobile Money ecosystem
Deployment of IBM cognitive computing technology to enhance
Monitise platform capabilities
LONDON - Monitise plc ("Monitise", the "Company" or the "Group")
(LSE: MONI) announces it is in discussions to expand its commercial
relationships with the Santander Group ("Santander"), the
Telefónica Group ("Telefónica") and MasterCard Inc. ("MasterCard")
(together, the "Strategic Partners"), to support the development
and accelerated rollout of its global platform capabilities.
Alongside this, IBM has agreed to deploy its cognitive computing
engine, Watson, in support of Monitise's new technology platform.
Monitise reiterates its current financial year and longer-term
guidance as detailed below.
Monitise also announces an agreed GBP49.2 million in aggregate
investment by the Strategic Partners. Pursuant to a binding
subscription agreement, the Strategic Partners have agreed to
subscribe, subject to Admission, for a total of 161,327,150 new
ordinary shares of one pence each (the "New Shares") at 30.5 pence
per share, the closing price per share on 26 November 2014. The New
Shares represent 8.2% of the existing issued ordinary share capital
and will be issued by the Company pursuant to existing authorities
granted to the Directors.
In connection with their subscription, Telefónica and Santander
will have the right, acting jointly, to nominate a single
Non-Executive Director to be appointed by the Monitise Board.
The investment proceeds will be used for business development
activities and further acceleration of investment in the Group's
technology and working capital - ultimately increasing momentum for
the on-boarding of partners and end-user adoption.
The commercial collaborations being discussed with the Strategic
Partners include (subject to final agreement):
-- Santander: An accelerated pipeline of opportunities
leveraging Santander's expertise and scale together with Monitise's
technology to build new Mobile Money capabilities for Santander,
the largest Eurozone bank by market capitalisation.
-- Telefónica: Developing new products and services, leveraging
Telefónica's expertise and Monitise's capabilities. Telefónica, one
of the largest mobile network operators in the world, has recently
finalised an agreement to further such cooperation with two country
roll-outs in Latin-America during 2015, including Brazil.
-- MasterCard: Working on joint development and deployment of
new digital payments services. These include cross-border mobile
remittance capabilities, mobile transfer solutions and cloud-based
payments services for businesses globally such as financial
institutions, merchants, digital service providers and public
sector organisations. These services will be available as
configurable components of the Monitise platform in future.
In addition, Monitise is delighted to announce a deepening
collaboration with IBM:
-- IBM: the Group's alliance and resourcing partner, delivering
cloud-based mobile commerce solutions to businesses globally,
intends to contribute additional technology services and resources
to augment the Monitise platform - this will include the deployment
of Watson, IBM's cognitive computing and machine-learning
technology.
The strengthening of Monitise's relationships with Santander,
Telefónica, MasterCard and IBMwill serve to accelerate the take-up
and roll-out of Monitise-enabled products and services. Monitise
and each of Santander, Telefónica, MasterCard and IBM are looking
to enter into binding agreements to reflect the expansion of these
commercial relationships.
Monitise reiterates its guidance for this financial year of: at
least 25% revenue growth year-on-year; continued investment in the
Group's global infrastructure with FY 2015 capex estimated at
GBP35-45m; its expectation to be EBITDA profitable in FY 2016; its
longer-term guidance for FY 2018 of 200m registered users at
GBP2.50 average revenue per user; an EBITDA margin of at least 30%;
and a sustainable gross margin above 70%.
Monitise co-CEO Alastair Lukies said:
"The Mobile Money industry is now a global phenomenon. In
developed markets it is fundamentally changing the way we bank, pay
and buy. In emerging markets it is the foundation of new economic
systems. There are two clear and distinct approaches appearing in
this industry: disruptors looking for control and collaborators
working together to share in a very big and sustainable
opportunity. With our partners, we are delighted to be playing our
role as an enabler to the Mobile Money collaborators. Via deepening
partnerships, our increasingly connected mobile commerce services
can become even smarter and more engaging for the businesses we
work with."
Monitise co-CEO Elizabeth Buse said:
"In order to succeed, organisations increasingly realise that
partnerships without frontiers are critical to enabling them to
engage with and serve their customers in an evolving
digitally-connected world. Our approach to open collaboration
across industries supports this by simplifying access to a common
mobile network for partners via our cost-effective,
subscription-based, flexible technology products and services. The
next phase of our strategy sees Monitise, in collaboration with its
partners, accelerating on its strategy to be the world's leading
enabler of digital commerce services."
Details of the Strategic Partners' investment
The Strategic Partners have agreed to subscribe, subject to
Admission, for a total of 161,327,150 new ordinary shares of one
pence each (the "New Shares") at 30.5 pence per share raising gross
proceeds of approximately GBP49.2 million, in the following
manner:
-- Santander: 108,196,721 New Shares, representing 5.5% of the
Company's existing share capital and 5.1% of the enlarged share
capital.
-- Telefónica: 42,630,429 New Shares, representing 2.2% of the
Company's existing share capital and 2.0% of the enlarged share
capital.
-- MasterCard: 10,500,000 New Shares, representing 0.5% of the
Company's existing share capital and 0.5% of the Company's enlarged
share capital (MasterCard will now hold 32,661,765 ordinary shares
in total, representing 1.5% of the Company's enlarged share
capital).
The New Shares issued to each Strategic Partner will be subject
to lock-up provisions for a period of six months from the date of
issue, subject to customary exceptions. The Strategic Partners
shall also be released from the lock-up if the Company issues
shares for cash consideration on a non-pre-emptive basis in excess
of the Company's existing shareholder authorities (other than in
relation to the operation of the Company's employee share schemes).
However, the Company has no present intention of issuing any
further shares for cash on a non-pre-emptive basis in excess of
existing shareholder authorities. Following the six-month lock-up
period the Strategic Partners will be subject to orderly market
provisions for a period of 12 months, during which the Strategic
Partners are obliged to consult with the Group's broker prior to
any disposal.
In connection with the binding subscription agreement, Monitise
has agreed that, for so long as Santander and Telefónica together
hold at least 5.0% of the Company's share capital, they will have
the right, acting jointly, to nominate a single representative to
serve as a Non-Executive Director to be appointed by the Monitise
Board.
The New Shares, when issued, will be credited as fully paid and
will rank pari passu with the existing issued ordinary shares,
including the right to receive all dividends and other
distributions declared, made or paid on or in respect of the
ordinary shares after the date of issue of the New Shares. The New
Shares represent 8.2% of the Company's existing issued ordinary
share capital, and will be issued by the Company pursuant to
existing authorities granted to the Directors.
The allotment and issue of shares pursuant to the subscription
agreement is conditional upon the New Shares being admitted to
trading on AIM. Application has been made for the New Shares to be
admitted to trading on AIM ("Admission"), and it is expected that
Admission will become effective, and trading in the New Shares
(subject to lock-up arrangements) will commence on 1 December
2014.
Following the issue of the New Shares, Monitise will have
2,131,521,497 ordinary shares in issue. This figure may be used by
shareholders 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 Group under the FCA's Disclosure
and Transparency Rules.
Capital Markets Days
As a result of today's announcement, the Capital Markets Days
previously scheduled for institutional investors and analysts in
December 2014 in New York and London will be hosted after the
Group's interim results in February 2015, in order to better
discuss the Strategic Partners' involvement.
For further information:
Investor Relations Tel: +44(0)20 3657 0366
Andrew Griffin, Haya Herbert-Burns
investorrelations@monitise.com
Media Relations Tel: +44(0)20 3657 0362
Gavin Haycock
Gavin.haycock@monitise.com
Moelis & Company (Financial Advisor) Tel: +44(0)20 7634 3500
Mark Aedy, Elliot Richmond
Canaccord Genuity (NOMAD) Tel: +44(0)20 7523 8000
Simon Bridges, Cameron Duncan
FTI Consulting Tel: +44(0)20 3727 1000
Charles Palmer, Rob Mindell
About Monitise
Monitise (LSE: MONI) is a world leader in Mobile Money -
banking, paying and buying with a mobile device. Leading banks,
payments companies, retailers and mobile networks use Monitise's
technology platforms and services to securely connect people with
their money.
More than 30 million users have registered for Monitise's
patented technology to 'bank anywhere', 'pay anyone' and 'buy
anything', accounting for $88bn of payments, purchases and
transfers annually. Additionally, apps designed by the Group's
Monitise Create and MEA divisions have been downloaded 30 million
times. More information is available at www.monitise.com.
IMPORTANT NOTICE
There can be no certainty that definitive future commercial
agreements with any of the Strategic Partners and/or IBM will be
concluded nor, should they be concluded, whether the final terms
will be consistent with the parties' current intentions.
DISCLAIMER
Moelis & Company UK LLP ("Moelis & Company"), which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting exclusively for Monitise as financial
advisor and no one else in connection with the transactions herein
and will not be responsible to anyone other than Monitise for
providing the protections afforded to its clients or for providing
advice in relation to the contents of this announcement or any
transaction or any other matters referred to herein.
Canaccord Genuity Limited, which is authorised and regulated in
the United Kingdom by the Financial Conduct Authority, is acting as
NOMAD to Monitise and is acting for no-one else in connection with
the transactions herein and will not be responsible to anyone other
than Monitise for providing the protections afforded to clients of
Canaccord Genuity Limited nor for providing advice in connection
with the transactions or any other matter referred to herein.
FORWARD LOOKING STATEMENTS
This announcement contains (or may contain) forward-looking
statements. Whilst these forward-looking statements are made in
good faith they are based upon the information available to
Monitise at the date of this announcement and upon Monitise's or,
as appropriate, Monitise's Directors' current expectations,
projections, market conditions and assumptions about future events.
These forward looking statements are subject to risks,
uncertainties and assumptions about Monitise and its subsidiaries
(the "Group"), including, among other things, the development of
its business, trends in its operating industry, and future capital
expenditure. In light of these risks, uncertainties and
assumptions, the events or circumstances referred to in the
forward-looking statements may differ materially from those
indicated herein. None of the projections, expectations, estimates
or prospects set out in this announcement should be taken as
forecasts or promises nor should they be taken as implying any
indication, assurance or guarantee that the assumptions on which
such future projections, expectations, estimates or prospects have
been prepared are correct or exhaustive or, in the case of the
assumptions, fully stated in this announcement. Accordingly these
forward-looking statements should be treated with an appropriate
degree of caution and you should not place undue reliance on any
forward-looking statements as a prediction of actual results or
otherwise. None of Monitise, its Group, nor any of its directors,
their respective affiliates, or individuals acting on their behalf
undertake to publicly update or revise any such forward-looking
statements set out in this announcement, whether as a result of new
information, future events or otherwise. No statement in this
announcement is or is intended to be a profit forecast or profit
estimate or to imply that the earnings of the Group for the current
or future financial years will necessarily match or exceed the
historical or published earnings of the Group. Past performance is
no guide for future performance and persons reading this
announcement should consult an independent financial adviser.
US RECIPIENTS
This announcement is being issued outside the United States
pursuant to and in accordance with Rule 135e under the U.S.
Securities Act of 1933, as amended (the "Securities Act"). This
announcement shall not constitute or form a part of any offer of,
or solicitation to purchase or subscribe for, any securities, nor
shall there be any sale of any securities in any state in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state. The securities referred to in this announcement have not
been, and will not be, registered under the Securities Act and may
not be offered or sold in the United States or to, or for the
account or benefit of, U.S. persons (as such term is defined in
Regulation S under the Securities Act), except pursuant to an
exemption from the registration requirements of the Securities Act.
No public offering of securities will be made in the United States
or in any other jurisdiction where such an offering is restricted
or prohibited.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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