TIDMTMT
RNS Number : 4143T
TMT Investments PLC
13 December 2012
13 December 2012
TMT INVESTMENTS PLC
("TMT" or the "Company")
Additional investment in Ninua, Inc.
TMT Investments PLC, which invests in high-growth,
internet-based companies with the potential to become multinational
businesses, is pleased to announce the completion of an additional
investment in Ninua, Inc. ("Ninua"),
Incorporated in Delaware, Ninua is engaged in building Internet
application software in the field of news, blogs, and social media.
Ninua's Networkedblogs.com, originally started as a Facebook
application, has developed into a standalone web service, which
helps bloggers grow their readership and syndicate their content to
Facebook and Twitter, while assisting readers in discovering and
following news sources they like on the web, mobile and email.
TMT's original investment in Ninua was completed on 8 June 2011
and consisted of a US$300,000 unsecured convertible promissory note
in Ninua (the "First Note").
TMT's new investment consists of a US$200,000 unsecured
convertible promissory note in Ninua (the "Second Note") on the
following terms:
-- Interest rate - 5% per annum.
-- Term - the Second Note will be repayable in whole or in part
at par at TMT's option on 30 September 2013.
-- Conversion -
o Automatic conversion: Any outstanding principal and unpaid
accrued interest on the Second Note will be automatically converted
into Ninua's equity securities upon the earliest of (i) closing of
the next equity financing of at least US$750,000, or (ii) change of
control of Ninua, in either case at an equity valuation equal to
the lower of (i) 80% of the equity valuation of Ninua applicable to
the next equity financing or change of control, or (ii)
US$5,000,000 for the whole of Ninua's fully diluted common
stock.
o Optional conversion: Any outstanding principal and unpaid
accrued interest on the Second Note may be converted into Ninua's
preferred stock after 30 September 2013 at TMT's option at an
equity valuation of US$2,500,000.
The First Note (which, apart from the optional conversion
option, was made on substantially the same as those of the Second
Note) has been extended on the same terms as the Second Note.
Networkedblogs.com is the biggest social blog directory with 1.1
million linked blogs, over 1 million monthly visitors, and over 200
million monthly impressions to its widgets installed on blogs
across the web.
Alexander Selegenev, Executive Director of TMT Investments PLC,
commented: "Ninua has made some exciting progress with its
mainstream Networkedblogs.com product and is ready to intensify its
monetisation efforts. The current financing will enable Ninua to
fully concentrate on delivering further growth at this critical
juncture."
Definitive agreements for the transaction were entered into, and
the transaction was completed, yesterday. In respect of the year
ended 31 December 2011, Ninua's unaudited net loss amounted to
US$162,862,and unaudited net liabilities as at that date amounted
to US$187,856.
For further information contact:
TMT Investments Plc +44 1534 281 843
Mr. Alexander Selegenev alexander.selegenev@tmtinvestments.com
www.tmtinvestments.com
ZAI Corporate Finance Ltd.
NOMAD and Broker
Marc Cramsie/Irina Lomova +44 20 7060 2220
Kinlan Communications Tel. +44 20 7638 3435
David Hothersall davidh@kinlan.net
About TMT Investments
TMT Investments PLC invests in high-growth, internet-based
companies across a variety of sectors and has a significant number
of Silicon Valley investments in its portfolio. Founded in 2010 and
with capital firepower of USD26m, TMT has invested in 22 companies
to date. The company's objective is to generate an attractive rate
of return for shareholders, predominantly through capital
appreciation. The company is traded on the AIM market of the London
Stock Exchange. www.tmtinvestments.com
The Investment Policy & Strategy
The Company's objective is to generate an attractive rate of
return for Shareholders, predominantly through capital
appreciation, by taking advantage of opportunities to invest in the
TMT Sector. The Company aims to provide equity and equity-related
investment capital, such as convertible loans, to private companies
which are seeking capital for growth and development, consolidation
or acquisition, or as a pre-IPO financing.
In addition, the Company intends to invest in publicly traded
equities which have securities listed on a stock exchange or
over-the-counter market. These investments may be in combination
with additional debt or equity-related financing, and in
appropriate circumstances in collaboration with other value added
financial and/or strategic investors.
The Company is not geographically restricted in terms of where
it will consider making investments. It will consider any
geographical area, to the extent that the investment fits within
the Company's investment criteria. The Directors and Consultants
have expertise in emerging markets and, in particular, in Russia
and the Commonwealth of Independent States. The Company will not be
subject to any borrowing or leveraging limits.
Private Companies
The Company will target small and mid-sized companies and will
seek to secure at least blocking stakes and board representation,
where it considers that the Company and/or an investee company
would benefit from such an appointment. The Company will consider
making equity investments in lower than blocking stakes only where
it sees ways to increase the stakes to blocking or controlling
stakes at a later date. Each investment is expected to be at least
US$250,000.
The investments targeted by the Company will aim to support
rapidly-growing private companies to increase market share and
achieve long-term shareholder value. It is envisaged that if the
Company invested in a private company prior to that company listing
on a stock market, the Company would retain a part of its
investment in the listed entity going forward. The Company intends
to work closely with the management of each investee company to
create value by focusing on driving growth through revenue
creation, margin enhancement and extracting cost efficiencies, as
well as implementing appropriate capital structures to enhance
returns.
Public Companies
When investing in public equities, the Company will seek to
select companies with a dominant market share or strong growth
potential in their respective segments. No restrictions will be
placed on the size of public companies in which the Company may
make an investment. The Directors intend to make investments in
companies or businesses with attractive valuation, growth
potential, with competent and motivated management, which enjoy
brand recognition, have scalable business models, have strong
relationships with customers and have in place transparent
accounting policies.
Realisation of Returns
The Directors will, when appropriate, consider how best to
realise value for Shareholders whether through a trade sale,
flotation or secondary refinancing of the investee companies. The
proposed exit route will form a key consideration of the initial
investment analysis.
The Company expects to derive returns on investments principally
through long-term capital gains and/or the payment of dividends by
investees. The primary ways in which the Company expects to realise
these returns include: (a) the sale or merger of a company; (b) the
sale of securities of a company by means of public or private
offerings; and (c) the disposal of public equity investments
through the stock exchanges on which they are listed.
For private investee companies the Company believes that its
typical investment holding period should provide sufficient time
for investee companies to adequately benefit from the capital and
operational improvements resulting from the Company's investment.
The targeted holding period shall be reviewed on a regular basis by
the Company, but it is expected that this will typically be between
two to four years. For public equities the Company's objective is
to maximise capital appreciation. Following the acquisition, the
Company will continue to conduct extensive research and monitoring
of the investment. Importance will be placed on the timing of any
disposal which will follow a thorough review of market conditions
and those reports and sources that are available to investors.
Should the Company consider that the capital appreciation of a
particular public equity investment has reached its peak or is
likely to or has begun to decline, then the Company will consider
the sale of that investment.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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