TIDMIKIV
RNS Number : 5164Z
Ikigai Ventures Limited
15 September 2022
15 September 2022
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, IN OR TO THE UNITED STATES, CANADA, AUSTRALIA, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE
IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. THE INFORMATION
CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO
ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR
PURCHASE, ANY INVESTMENTS IN ANY JURISDICTION.
This announcement is an advertisement for the purposes of the
Prospectus Rules of the UK Financial Conduct Authority ("FCA") and
not a prospectus and not an offer to sell, or a solicitation of an
offer to subscribe for or to acquire securities. Neither this
announcement nor anything contained herein shall form the basis of,
or be relied upon in connection with, any offer or commitment
whatsoever in any jurisdiction. Investors should not purchase or
subscribe for any transferable securities referred to in this
announcement except on the basis of information contained in the
prospectus (the "Prospectus") in its final form published by Ikigai
Ventures Limited in connection with the proposed admission of its
ordinary shares to the standard listing segment of the Official
List maintained by the FCA (the "Official List") and to trading on
the London Stock Exchange plc's (the "London Stock Exchange") main
market for listed securities (the "Main Market").
IKIGAI VENTURES LIMITED
(" Ikigai " or the " Company ")
Admission to trading on the London Stock Exchange
Ikigai, (LON:IKIV) an investment company established to acquire
businesses focused on having a strong positive social impact , is
pleased to announce that at 8:00 a.m. today its entire issued
ordinary share capital will be admitted to the Standard Listing
segment of the Official List of the Financial Conduct Authority and
to trading on the Main Market for listed securities of the London
Stock Exchange ("Admission") under the ticker "IKIV" and ISIN
GG00BPG8J619.
Background
The Company was incorporated in 2021 to undertake the
acquisition of one or more companies or businesses that have a
strong positive social impact and/or ESG strategy as part of their
core business in Asia.
Ikigai, (pronounced "ee-key-guy") is a Japanese concept that
means, amongst other things, a reason for being and refers to
having a direction or purpose in life. Although the origin of the
word can be traced back to the Japanese Heian period of 794-1185,
the directors believe this age-old ideology has a growing
significance in the 21(st) century corporate world with reference
to businesses increasingly emphasising a positive social impact as
well as ESG (economic, social, governance) strategies as their
primary focus. The directors believe that ikigai is not simply a
fashionable statement about sustainability or corporate social
responsibility, they believe that companies increasingly have
elements of sustainability and ESG at their core and that there is
a significant opportunity for investment in the sector, especially
in Asia.
Acquisition Strategy
The Company's board, detailed in the appendix below, through
their established global network of contacts, have identified a
number of potentially promising acquisitions. The Company does not
currently have any specific initial acquisition under
consideration.
The Company will seek to create an attractive income-generating
business and increase shareholder value through the operation of
the acquired business or businesses.
The board will be focussed on the identification and acquisition
of companies which have one or more of the following
characteristics:
-- a strong positive social impact and/or ESG strategy behind
them;
-- an experienced management team that has a proven track
record;
-- growth potential beyond its home market, ideally with
the potential to expand globally;
-- a solid reputation with customers and/or clients; and
-- shareholders who are willing to accept shares or other
securities in the Company as a significant part of the
consideration for their businesses.
The directors will also consider investing into start-ups if
some of the above criteria are met, particularly if the management
team is experienced and has a strong network.
Nicholas Bryan-Brown, Chief Executive Officer of Ikigai, said:
"The commencement of trading on the London Stock Exchange is an
important milestone for the Company and I would like to thank our
shareholders for their support. The ESG sector is in a strong state
of growth, not least in Asia and we plan to use Ikigai as a vehicle
to acquire one or more exciting businesses in this sector in order
to generate attractive returns for our shareholders."
Total Voting Rights
Following Admission total number of ordinary shares with voting
rights in the Company is 20,680,000 . The Company does not hold any
shares in treasury and all of the ordinary shares have equal voting
rights. This figure may be used by shareholders as the denominator
for the calculations by which they determine if they are required
to notify their interest in, or a change of their interest in, the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
Prospectus
The Company's Prospectus was published on 13 September 2022 and
is available to view on the Company's website at:
https://ikigaiventuresltd.com/reports-documents/
For further information please contact:
Ikigai Ventures Limited Via IFC
Nick Bryan-Brown, CEO
Strand Hanson Limited (Financial Advisor)
Rory Murphy / Abigail Wennington +44 (0) 207 409 3494
Novum Securities (Broker)
Jon Belliss +44 (0) 207 399 9400
IFC Advisory Limited (Financial PR and
IR) +44 (0) 203 934 6630
Tim Metcalfe
Zach Cohen
Appendix
The Company's board of directors on Admission will comprise:
Nicholas Bryan-Brown (62) - Chief Executive Officer
Nicholas has over thirty years of experience in Asian markets,
having lived for extended periods in both Hong Kong and Singapore,
where he has been based for the last 11 years.
After working as a barrister in London he moved to the City,
working first as a fund manager in the smaller company space (both
listed and unlisted). He moved into corporate finance advisory with
Samuel Montagu (now part of HSBC) in 1984 and helped establish the
smaller company advisory team responsible for IPOs, M&A and
capital raising on the predecessor smaller company markets to the
London Stock Exchange's Alternative Investment Market.
In 1987 he began his career in Asia, working for HSBC and other
investment banks in Hong Kong and in Singapore. His last position
at HSBC was as co-head of investment banking for the Asia-Pacific
region, responsible for over 100 employees across multiple markets.
In 2003, he established his own vehicle for investment in smaller
companies in Asia and the UK, whilst based in London, making
unlisted early stage, as well as listed, investments.
In 2011, he co-founded Blackpeak Group, an international
research and risk advisory firm specialised in investigative due
diligence as well as business intelligence research and
investigations. The business grew to become one of the leading
firms in its sector, with offices in Hong Kong, Singapore, Beijing,
Shanghai, Guangzhou, Tokyo and Washington DC. ESG was at the core
of Blackpeak's business and it advised major global banks and
manufacturing groups, as well as leading asset management,
sovereign wealth and private equity funds, on assignments that
included examination of ESG issues across all the major Asian
markets.
Nicholas's role included leading many major investigations as
well as ensuring compliance with relevant legislation, such as the
UK Bribery and Modern Slavery Acts, the US FCPA as well as data
protection and employment laws across multiple markets. As a
result, he is very familiar with the key ESG issues relating to
investment in Asia and has spoken at conferences and seminars in
the region on ESG.
In 2019, Blackpeak was acquired by Acuris, a provider of global
data, intelligence, research and analysis. In his eight years with
Blackpeak, Nicholas was responsible for the firm's compliance and
legal functions as well as leading or contributing to many
investment-related investigative due diligence projects across
Asia.
In 2019, he established Synapse Asia Pte. Ltd.("SAP") as a
vehicle for investment in the early-stage venture capital market in
Singapore and other SE Asian markets. SAP has made several
long-term VC investments, with exposure to markets including
Singapore, Indonesia and Hong Kong.
Nicholas is active in the voluntary sector including, since
2016, as a member of the Global Governing Council of the
educational charity Enabling Leadership, which is focused on
underprivileged children in India and elsewhere in Asia. He
graduated with an LLB in law from the University of London in 1981
and is a member of the English Bar.
Ashley Paxton (54) - Non-Executive Director
Ashley has worked in the financial services sector for nearly 30
years. He trained as a Chartered Accountant with McIntyre & Co
in London, before moving to KPMG's financial services sector upon
qualification in 1996. Ashley moved to Guernsey in 2002 and in 2008
developed a Channel Islands advisory practice for KPMG, growing it
into a full taxonomy of services across transactions,
restructuring, management and risk consulting.
He has provided transactions and valuation support to clients on
buy and sell sides across the regulated finance sectors, including
as lead advisor to Heritage's funds and fiduciary businesses,
disposed in 2017 to Estera (backed by Bridgepoint), and to Ardel,
which was disposed to Equiom in 2015 (backed by LDC). Ashley has
also led a number of high profile and innovative transaction
related engagements for government.
Ashley has gained deep sectoral specialism supporting the London
listed fund sector throughout his 23 years with KPMG, as audit
partner, as lead partner on capital market transactions, and
various formal restructuring appointments. He retired from the firm
in 2019. During his KPMG career, Ashley worked on various advisory
assignments with a strong ESG focus, including leading KPMG's
Guernsey Green Fund certification for Bluefield Solar Fund Limited,
the first company to adopt Guernsey Green Fund Rules and be
certified.
Ashley is currently a non-executive director of three London
listed entities, Downing Renewables & Infrastructure Trust plc
(an Article 9 fund pursuant to the EU taxonomy and the EU
Sustainable Finance Disclosure Regulations) and Twenty Four Select
Monthly Income Fund Limited (he acts as chair of the audit and risk
committee for both), and JZ Capital Partners Limited. Ashley also
plays an important role in the local third sector as chairman of
the Youth Commission for Guernsey & Alderney.
Ashley is a Fellow of the Institute of Chartered Accountants in
England and Wales and a full-time resident of Guernsey. He holds an
Economics degree from the University of Warwick.
Meriel Lenfestey (52) - Non-Executive Director
Meriel brings over 25 years of customer-centred strategic and
design consultancy from a wide range of private organisations,
government bodies and listed corporations. She began her career as
a Product Designer with Microsoft Corporation in Seattle before
returning to the UK to work for BBC Worldwide as Development
Producer.
In 1997, she founded her own company, Flow Interactive Ltd,
which became a global pioneer in the usability and user experience
design consultancy market at that time with clients from the third
sector as well as from the private and public sector. In 2010, with
a client list of multinational corporations, including 14 of the
FTSE 100, Flow Interactive merged with Foolproof Limited to become
a highly-respected provider of digital customer experience
strategy, design and research. In 2010 she also cofounded a social
enterprise called Ecomodo which was one of the earliest entrants in
the sharing economy.
She is currently non-executive director and a member of the ESG
committee of International Public Partnerships Ltd., a FTSE 250
Investment Company, focused on responsible investment in public
infrastructure assets around the world and is also a non-executive
director and chair of the ESG committee of Bluefield Solar Income
Fund, a London Stock Exchange listed renewables fund focussed
entirely on the generation of renewable energy and the energy
transition (solar, wind and battery). Meriel also acts as ESG
representative for Jersey Telecom, which has a strong social remit
and is currently looking at the potential telecoms connectivity has
for delivering ESG impact, and for Aurigny Air Services which
provides lifeline air connectivity for Guernsey and Alderney. She
is also a non-executive director (chair) of Gemserv, the
professional services firm which has a strong "profit with a
purpose" mission, operating across energy, low-carbon and health
sectors.
Meriel is a committee member of the Guernsey Branch of the
Institute of Directors and also plays an important role in the
local third sector as a director of Art for Guernsey, a Guernsey
based charity which aims to bring societal impact through the
application of creative skills.
Meriel graduated from the University of Westminster, has an MA
from the Royal College of Art and holds the Financial Times NED
Diploma.
Disclaimer
This announcement is an advertisement and does not constitute a
prospectus and investors must subscribe for or purchase any shares
referred to in this announcement only on the basis of information
contained in the prospectus to be published by the Company in due
course (and in any supplementary prospectus) (the "Prospectus") and
not in reliance on this announcement. Investors should read the
Prospectus before making an investment decision in order to fully
understand the potential risks and rewards associated with the
decision to invest in ordinary shares in the Company. Approval of
the Prospectus by the Financial Conduct Authority (if such approval
is obtained) should not be understood as an endorsement of the
Shares. When made generally available, copies of the Prospectus
may, subject to any applicable law, be obtained from the registered
office of the Company and will be made available for viewing at the
National Storage Mechanism and on the Company's website. This
announcement does not constitute, and may not be construed as, an
offer to sell or an invitation to purchase investments of any
description, a recommendation regarding the issue or the provision
of investment advice by any party. No information set out in this
announcement is intended to form the basis of any contract of sale,
investment decision or any decision to purchase shares in the
Company.
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END
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September 15, 2022 02:00 ET (06:00 GMT)
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