BOS GLOBAL Holdings Limited Corporate Update (9440W)
November 20 2017 - 2:23AM
UK Regulatory
TIDMBOS
RNS Number : 9440W
BOS GLOBAL Holdings Limited
20 November 2017
BOS GLOBAL Holdings Limited
ACN 009 087 852
AIM Release
20 November 2017
Corporate Update
Further to the receipt of Section 249D Notice ("249D"), as per
the announcement released on 10 November 2017, the Board of BOS
GLOBAL Holdings Limited ("BOS GLOBAL" or the "Company") confirms
that it is in active dialogue with the Company's primary funding
provider, Innovation Corporation Limited ("Innovation"), a party to
the 249D, regarding the proposals in their submitted requisition
order, and also provides an update on developments re the future
structure and funding options of the Company. The Board is
committed to finding a resolution for all parties, so that the
Company can be restructured to capitalise on the opportunities to
commercialise its technology product suite, focussed on harnessing
technology to enable organisations to transform their operations
through a more engaged workforce.
The Company remains in dialogue with Innovation as well as its
advisory team and advises on the following developments re the
requisition order:
a) the Board of BOS GLOBAL accepts that in order for a
resolution to be reached with the parties that submitted the 249D
the Board of BOS GLOBAL will need to stand down willingly and a new
Board be appointed; however
b) for an orderly board transition to occur, the Board is of the
view that in connection with this board transition, Innovation
should:
a. nominate two alternative Board candidates to the original two proposed;
b. present and confirm its funding solution for BOS GLOBAL;
c. recommend how Innovation's proposed new directors plan to
complete the Company's audited financial accounts for the year
ended 30 June 2017 by 31 December 2017; and
d. secure the appointment of a new Nominated Adviser ('Nomad'),
as the Company's current Nomad, RFC Ambrian Limited, has given the
Company notice of their planned resignation (effective 10 January
2018).
Furthermore, in the event that Innovation cannot confirm how it
will provide or arrange sufficient new funds for BOS GLOBAL, the
Board is of the view that Innovation should give BOS GLOBAL consent
under the Convertible Loan Note ('CLN') to undertake an independent
fundraise to be organised by the Company's broker, Peterhouse
Corporate Finance Limited ('Peterhouse'). Innovation have
previously shown resistance to a fundraise by the Company's broker
despite the Board's desire to progress initiatives due to cash
burn. In support of a potential independent fundraise, the Board
would like to confirm that it has received two approaches
independent of Innovation to provide funding and support to BOS
GLOBAL going forward. One party has assured the Board and
Peterhouse that it can deposit cleared funds into a solicitor's
bank account upon confirmation that BOS GLOBAL has the requisite
consent from Innovation to undertake a new fundraising.
The Board cautions however that the two independent funding
proposals are incomplete and uncertain, and there can be no
guarantee that either would complete if pursued.
With regards to the CLN agreed with Innovation, the next payment
of GBP125,000 is due from Innovation on 23 November 2017.
Innovation has not indicated to the Board that this will not be
paid, although BOS GLOBAL is taking legal advice to determine how
to deal with the demand under the CLN for a new security interest
over BOS GLOBAL's assets. As such, BOS GLOBAL is taking immediate
steps to assess the current market value of the Company's 40%
interest in Call Design Pty Ltd and how this is reflected in the
finalisation of the audit of the accounts of BOS GLOBAL.
Finally, the Board would like to reiterate that subject to a
satisfactory transition and responses on the various items above
that its current members are ready and willing to step down.
Further updates on developments will be made as soon as
practicable.
This announcement contains inside information for the purpose of
Article 7 of the Market Abuse
Regulation (EU) No. 596/2014.
**ENDS**
For further information please visit www.bosglobal.com or
contact:
Adam Webb BOS GLOBAL Holdings Tel: +44 (0) 7825
Non-Executive Limited 443319
Director
David Ireland Tel: +61 (0)8 9322
Chairman 4071
=================== ===================== =====================
Andrew Thomson RFC Ambrian Tel: +61 (0) 8 9480
NOMAD Limited 2500
=================== ===================== =====================
Charles Goodfellow Peterhouse Corporate Tel: +44 (0) 20 7220
/ Finance Limited 9791
Lucy Williams
Broker
=================== ===================== =====================
Megan Dennison St Brides Partners Tel: +44 (0) 20 7236
/ Charlotte Page Ltd 1177
Financial PR
=================== ===================== =====================
Notes
BOS GLOBAL is a London listed (AIM:BOS), cloud based software
developer with a suite of products that enable organisations to
transform their operations through improving workforce engagement.
The Company's BOS Time product is a component of its Global
Enterprise Productivity Platform ("PaaS"), BOS 360 Work Patterns,
which incorporates patented technology that uses workforce
analytics to render real time views of worker activities as Work
Patterns. BOS has a team experienced in designing, building,
marketing, selling and supporting enterprise technology solutions
and has been seeking to build a partnership network to assist the
business with market penetration.
The Company also has a 40% interest in Call Design Pty Ltd, a
profitable, Australian based, global provider of workforce
optimisation tools, focused particularly on call centre services.
Call Design has a significant multi-sector client base, which
includes all four of Australia's major banks, leading international
telecommunications companies, blue chip insurers and governmental
bodies, with a current operational reach spanning 26 countries.
This synergistic investment seeks to provide multiple cross-selling
opportunities in line with BOS GLOBAL's strategy to deliver a
comprehensive business optimisation offering.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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