Transaction in Own Shares, RPT and TVR

RNS Number : 1236X

Taptica International Ltd

25 April 2019

 

Taptica International Ltd

("Taptica" or the "Company")

Transaction in Own Shares, Related Party Transaction and Total Voting Rights

Taptica (AIM: TAP), a global leader in advertising technologies for performance-based mobile marketing and brand advertising, announces that on 25 April 2019 it bought back 4,798,964 ordinary shares of NIS0.01 each in the capital of the Company ("Ordinary Shares") at a price of 140 pence per Ordinary Share ("Placing Price") as part of the Secondary Placing by Mr Hagai Tal and Mr Ehud Levy (the "Secondary Placing"). In addition, the Company conditionally bought back a further 944,767 Ordinary Shares at the Placing Price pending the completion of certain settlement arrangements. Upon completion of the settlement arrangements, the total number of Ordinary Shares acquired by the Company, will be 5,743,731, and pursuant to the Buyback Programme will be reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon) and held in treasury.

On 2 April 2019 the Company announced a discretionary £11.5 million ($15 million) share buy back ("Existing Share Buy Back"). Excluding the Company's participation in the Secondary Placing announced today, £1.54 million ($2.01 million) has been used over the period to purchase 852,575 Ordinary Shares in the market at a volume weighted average price of 180.38 pence per share. In order to clear the outstanding overhang comprising Mr Hagai Tal and Mr Ehud Levy's shareholdings, and due to the accretive nature of buying back Ordinary Shares at the Placing Price of 140 pence per share, £8.04 million ($10.49 million) of the Existing Share Buy Back has been used to subscribe to the Secondary Placing on the same terms as other institutional and professional investors subject to the completion of certain settlement arrangements. The purchase of these Ordinary Shares is a highly accretive use of the Existing Share Buy Back given that the Placing Price represents a 22.4 per cent. discount to the volume weighted average price that the Company has been purchasing Ordinary Shares since 2 April 2019. Following the completion and settlement arrangements in relation to the Secondary Placing, the Company will have £1.9 million ($2.48 million) remaining in the Existing Share Buy Back which expires on 30 September 2019. The Board will continue to assess how best to use the Company's existing cash resources to increase shareholder value, which may include future distributions of cash or further share buy backs.

The Company confirms that it is not in possession of any other price sensitive information at this time.

Ofer Druker, Chief Executive Officer of Taptica International commented "We are pleased by the support that we have received from both new and existing institutional investors in clearing the overhang on our shares. The utilisation of the Company's Existing Share Buy Back programme at a discount to previous purchases, we believe generates significant value for our shareholders. We look forward to providing further positive updates as the integration of RhythmOne progresses and we continue to implement our growth strategy".

Related Party Transaction

Mr Hagai Tal has been a director of Taptica within the last 12 months and is therefore deemed to be a related party under the AIM Rules for Companies ("AIM Rules"), therefore any of his Ordinary Shares bought by the Company is a related party transaction pursuant the AIM Rules.

The Directors, having consulted with finnCap, the Company's nominated adviser, consider the Company's subscription for Ordinary Shares in the Secondary Placing to be fair and reasonable in so far as the Company's shareholders are concerned.

Total Voting Rights

For the purposes of the Financial Conduct Authority's Disclosure and Transparency Rules, Taptica notifies the market that upon settlement of the Placing Shares, the Company's issued share capital will consist of 128,854,652 Ordinary Shares, along with an additional 14,739,643 Ordinary Shares reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon), the Company holds these dormant shares in Treasury. The total number of Ordinary Shares with voting rights is 128,854,652.

The above figure of 128,854,652 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

 The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.

For further information or enquiries please contact:

Taptica International Ltd	Tel: [phone]
Tim Weller, Non-Executive Chairman Yaniv Carmi, Chief Financial Officer
finnCap Ltd Corporate Finance - Jonny Franklin-Adams. James Thompson, Hannah Boros Corporate Broking- Tim Redfern, Richard Chambers	Tel: [phone]
Vigo Communications Jeremy Garcia Antonia Pollock Charlie Neish	Tel: [phone]

About Taptica

Taptica International Ltd is a global leader in advertising technologies, operating in more than 70 countries. It has three core divisions: Tremor Video DSP (brand advertising), Taptica (performance advertising) and a Media division.

Tremor Video DSP helps advertisers deliver impactful brand stories across all screens through the power of creative video intelligence-innovative video technology combined with advanced audience data and captivating creative. Tremor Video is one of the largest and most innovative video advertising companies in North America, with offerings in CTV, influencer marketing, and private marketplaces.

The Taptica performance business is an end-to-end mobile technology advertising platform that helps the world's top brands reach their most valuable users with the widest range of traffic sources available today. Its proprietary technology leverages big data to target quality media at scale. It works with more than 600 advertisers including Amazon, Alibaba, Bytedance, Netmarble, Stubhub and OpenTable.

Taptica International Ltd is headquartered in Israel and maintains offices throughout the US and Canada, Asia-Pacific, Europe, India, and Latin America, and is traded on the London Stock Exchange (AIM: TAP).

 

END

 

 

MSCLLFLLSFIEFIA