10 December 2021
FORBES VENTURES
(“Forbes” or the “Company”)
Update on
Litigation Funding Securitisation and Suspension of Shares
Forbes Ventures provides a further update on its first
Litigation Funding Securitisation and an update on the suspension
of its shares.
Litigation Funding Securitisation
Update
The Company has been frustrated by the continued and extended
delays in completing the listing and closing of the GBP 40 million two-year notes (the “First
Issue”), for which Forbes Ventures’ wholly owned subsidiary Forbes
Ventures Investment Management Limited (“FVIM”) acts as collateral
agent
However, the Company is pleased to announce that it is advised
by its Maltese Corporate Advisors that they expect to receive
binding commitments for the entirety of the First Issue by no later
than 17 December 2021, and that the
listing and closing of the First Issue can take place before the
end of the year.
Upon closing FVIM will receive a fee of GBP800,000, representing 2% of the total First
Issue, for acting as collateral agent.
Although it has taken considerably longer than the Company had
expected the listing and closing of the First Issue will represent
a significant milestone for the Company and provides the capital to
enable it to commence delivery of its future strategy.
The Company is also advised by its Maltese Corporate Advisors
that it has received significant interest from the same investors
for the previously announced second Litigation Funding
Securitisation of GBP 60 million
two-year notes (the “Second Issue”), and that there is continuing
appetite for further issues beyond the First and Second Issue.
Upon closing of the Second Issue FVIM will receive a fee of
GBP1,200,000, representing 2% of the
total Second Issue, for acting as collateral agent. Given the
identical nature of the Second Issue to the First Issue there is
not expected to be any further delay in commencing a closing and
listing of the Second Issue once the First Issue is complete
Suspension of Shares
Whilst the Company had expected to be able to quickly conclude
the audit of its accounts and enable restoration of trading, the
continued delay in the closing of the First Issue has caused the
Company’s auditors to raise questions about the going concern
status of the Company if the First Issue was not successfully
completed.
The closing of the First Issue will enable the going concern of
the Company to be demonstrated and will allow the Company’s audit
to be completed.
The Company will make a further announcement upon the First
Issue being closed, after which it will, amongst other things,
complete and file the audit enabling the Company to seek the
restoration of trading in its shares.
As closing of the First Issue and the subsequent completion of
the audit would delay such restoration beyond the 6-month
anniversary of suspension, the Company has been granted a waiver
from Rule 5.2 of the AQSE Growth Market Access Rulebook, extending
the deadline under that Rule until the close of business on
17 January 2022, provided that the
First Issue has closed by 31 December
2021.
Proposed Debt for Equity Swap
The significant costs of securing a successful Litigation
Funding Securitisation have, to date, been satisfied through loans
provided to the Company by CC Capital Limited (formerly named MEGH
UK Limited) ("CC Capital"), the Company’s principal
shareholder. When trading in the Company’s ordinary shares is
restored, CC Capital intends to convert some or all of its
outstanding loans into equity in the Company, as a sign of its
commitment to Forbes and its confidence in the Company’s future
prospects.
CC Capital is jointly owned by Craig
Cornick and Rob Cooper, the
Chief Executive of Forbes.
Future Strategy
The Company is grateful to its shareholders for the continued
patience they have shown whilst it has sought to reach the closing
of the First Issue. Work has been continuing, in parallel to
the Litigation Funding Securitisations, to develop the Company’s
long-term strategy. That strategy aims to generate returns
for shareholders from three core components:
1.
Securitisation-as-a-Service (“SaaS”)
2.
Fund Management
3.
Strategic investments and acquisitions
The Company will make a further announcement on or around
17 December 2021 and looks forward to
sharing further details regarding its long-term strategy upon the
closing of the First Issue.
The Directors of Forbes accept responsibility for the contents
of this announcement.
-ENDS-
For further information, please contact:
Forbes
Ventures
Peter Moss, Chairman
Rob Cooper, Chief Executive Officer |
01625 568 767
020 3687 0498 |
AQSE Corporate
Adviser
Peterhouse Capital Limited
Mark Anwyl |
020 7469 0930 |
Market Abuse Regulation (MAR)
Disclosure
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation EU 596/2014 as it forms
part of retained EU law (as defined in the European Union
(Withdrawal) Act 2018).