Appointment of Directors and Issue of Warrants

RNS Number : 5539V

YOLO Leisure & Technology PLC

03 December 2019

 

YOLO Leisure and Technology plc

("YOLO" or the "Company")

Confirmation of Appointment of new Directors

Following the Company's announcement on 1 November 2019, YOLO Leisure and Technology plc (AIM:YOLO) is pleased to announce that, after publication of the Company's audited accounts for the year to 30 September 2019 (the "2019 Accounts") this morning, both John Taylor and Donald Stewart have been appointed to the Board of the Company ("Board") with immediate effect. John has joined the Company as Non-Executive Chairman and Donald has joined the Board as a Non-Executive Director and Company Secretary.

Also as previously announced, both Simon Robinson and Sean Nicolson have stepped down as directors with immediate effect. Sohail Bhatti remains as Finance Director.

John and Donald worked together successfully on the reverse takeover transaction between Bidstack Group Plc (formerly known as KIN Group Plc) and Bidstack Limited, which completed on 19 September 2018. Bidstack Group plc won the "Best Performing Share Award for 2019" at the recent Aim Awards. The Board believes their collective and relevant experience will assist the Company in the delivery of its value creation plan.

John's most recent focus has been on assisting small cap listed companies with their development. Prior to this, he spent 18 months working in private equity backed portfolio companies, driving operational turnaround initiatives and implementing costing systems. He spent over 20 years in the Army Air Corps, leaving in 2015 with the rank of Lieutenant Colonel. Between 2013 and 2015 he was senior strategic communications officer for the Ministry of Defence. John is a non-executive director of Two Shields Investments Plc, an AIM quoted technology investment company, and was until recently a non-executive director of Sabien Technology Group plc, an AIM-quoted provider of energy reduction technologies.

Donald is a solicitor and has practised corporate law, particularly focused on smaller quoted companies, for almost 30 years. Between April 2013 and July 2015 he was on the board of AIM quoted Progility Plc and, before that, had been a corporate partner in the London office of a global law firm. He is a former director (and past chairman) of the Quoted Companies Alliance, the UK not-for-profit organisation dedicated to promoting the cause of smaller quoted companies. He is currently Chairman of Bidstack Group Plc

John Edward Taylor (age 47), has held the following directorships and/or partnerships in the past five years:

Current:	Past:
Pathfinder Minerals Plc IM Minerals Limited AS Group Ventures Inc Two Shields Investments Plc Blenheim Natural Resources Limited Ugly Panda LLP Low 6 Security Trustee Limited Ignis Capital PLC	Bidstack Group Plc Sabien Technology Group Plc

Donald John Stewart (age 56), has held the following directorships and/or partnerships in the past five years:

Current:

Past:

Logos Capital Plc York Distillery Limited Jorvik Distillery Limited Polestar Spirits Limited Polaris Spirits Limited Ruscombe Realisations Limited The Masham Distillery Company Limited Bidstack Group Plc Ruscombe Management Services Limited Kepstorn Solicitors - Consultant Feis London

Fitbug Limited Fitbug Trading Limited Innovative Alliance Group Bagir Group Limited The Quoted Companies Alliance Engines of Growth Limited Progility Plc Starkstrom Limited Starkstrom Group Limited TFPL Limited Woodspeen Training Limited Corporate Training Solutions Limited CTG Exam Training Limited The Corporate Training Solutions Limited Progility Consulting Limited Sue Hill Recruitment & Services Limited Progility Training Limited ILX Group Plc Progility Health Limited Progility Finco Limited Progility Overseas Limited Progility (Mauritius) Limited Progility DMCC

Donald Stewart was a director of Kin Group Plc (now Bidstack Group Plc) when it made a proposal for a company voluntary arrangement under Part I of the Insolvency Act 1986 and the Insolvency (England and Wales) Rules 2016 on 5 October 2017 (the ''CVA''). Under the CVA it was proposed that amounts due to unsecured creditors be capitalised by way of the Company issuing one new ordinary share, credited as fully paid and ranking pari passu in all respects with the existing ordinary shares of the Company, for every £0.0001 (0.01 pence) of unsecured creditors' outstanding debt. The CVA lasted until the new ordinary shares issued pursuant to the proposal were admitted to trading on AIM. The CVA was approved by unsecured creditors on 23 October 2017 and by shareholders on 24 October 2017. The new ordinary shares issued pursuant to the CVA were admitted to trading on AIM on 15 November 2017.

There is no further information to be disclosed in relation to either Mr Taylor's or Mr Stewart's appointments pursuant to AIM Rule 17 or Schedule Two, paragraph (g) (i)-(viii) of the AIM Rules for Companies.

In addition, the Company has today issued warrants to subscribe for 5,000,000 Ordinary Shares ("Warrants") to John Taylor, Donald Stewart and Sohail Bhatti, representing 6.93% of the current issued share capital of the Company.  The Warrants are exercisable at a price of 10 pence per share, and may be exercised, subject to the provisions of the Company's share dealing code, at any time within three years from issue.

John Taylor and Donald Stewart have each been issued with Warrants over 2,000,000 Ordinary Shares, representing in aggregate 5.54% of the current issued share capital of the Company.  Sohail Bhatti has been issued with Warrants over 1,000,000 Ordinary Shares, representing 1.39% of the current issued share capital of the Company.

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	John Taylor
2	Reason for the notification
a)	Position/status	Non-executive Chairman
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	YOLO Leisure and Technology Plc
b)	LEI	213800AYJZ2B8QNY7H15
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Warrants to subscribe for Ordinary shares of 0.01 pence per share par value GB00BFX2VL54
b)	Nature of the transaction	Issue of Warrants
c)	Price(s) and volume(s)	Price(s) Volume(s) 10.0p 2,000,000
d)	Aggregated information - Aggregated volume - Price	2,000,000 Warrants to subscribe for Ordinary shares of 0.01 pence per share par value 10.0 pence per Ordinary share
e)	Date of the transaction	3 December 2019
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Donald Stewart
2	Reason for the notification
a)	Position/status	Non-executive Director
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	YOLO Leisure and Technology Plc
b)	LEI	213800AYJZ2B8QNY7H15
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Warrants to subscribe for Ordinary shares of 0.01 pence per share par value GB00BFX2VL54
b)	Nature of the transaction	Issue of Warrants
c)	Price(s) and volume(s)	Price(s) Volume(s) 10.0p 2,000,000
d)	Aggregated information - Aggregated volume - Price	2,000,000Warrants to subscribe for Ordinary shares of 0.01 pence per share par value 10.0 pence per Ordinary share
e)	Date of the transaction	3 December 2019
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Sohail Bhatti
2	Reason for the notification
a)	Position/status	Finance Director
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	YOLO Leisure and Technology Plc
b)	LEI	213800AYJZ2B8QNY7H15
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Warrants to subscribe for Ordinary shares of 0.01 pence per share par value GB00BFX2VL54
b)	Nature of the transaction	Issue of Warrants
c)	Price(s) and volume(s)	Price(s) Volume(s) 10.0p 1,000,000
d)	Aggregated information - Aggregated volume - Price	1,000,000 Warrants to subscribe for Ordinary shares of 0.01 pence per share par value 10.0 pence per Ordinary share
e)	Date of the transaction	3 December 2019
f)	Place of the transaction	Outside a trading venue

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.

- ENDS -

Enquiries

YOLO Leisure and Technology plc
John Taylor, Non-Executive Chairman	via Wallbrook
Cairn Financial Advisers LLP
Sandy Jamieson, Liam Murray	Tel: [phone]
Peterhouse Capital Limited
Duncan Vasey / Lucy Williams	Tel: + 44 20 7220 9797
Walbrook PR Ltd	Tel: [phone] or [e-mail]
Paul McManus	Mob: [phone]
Nick Rome	Mob: [phone]

 

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