21 January 2013
Angelfish Investments Plc
(“Angelfish” or “the Company”)
Angelfish Investments Plc, an investment vehicle company, today announces that
the Company has made an initial investment of $50,000 (the “Initial
Investment”) in One Media Enterprises Limited (“OME”) via a subscription for
secured convertible loan notes ( “Convertible Loan Notes”) in OME.
OME is a UK incorporated holding company for a group of U.S. incorporated
companies which are at pre-revenue operating stages and are engaged in the
marketing of computing tablets and other mobile devices. OME’s strategy is to
focus on exploiting market niches to deliver private label, purpose-built
tablets and other mobile devices. OME’s strategy is also to provide customised
hardware and software technology solutions to market segments which OME’s
directors believe are under-served and enterprise factories are unable to
In conjunction with the Initial Investment, Angelfish has entered into a
Memorandum of Understanding (“MOU”), which contemplates that, subject to the
satisfaction of certain conditions, further Convertible Loan Note investments
in OME may be made in stages, in accordance with the following milestones:
1. An investment of $100,000 within 14 days of OME entering into a memorandum
of understanding for OME to supply computer tablets to a third party.
2. An investment of $150,000 within 14 days of OME entering into a legally
binding contract for the supply of computer tablets to a third party.
3. An investment of $200,000 within 14 days of a third party signing a
purchase order for the supply of computer tablets by OME.
The MOU provides that each of the above events will provide Angelfish with a
right to subscribe, but not an obligation, for the relevant number of
Convertible Loan Notes, with the conversion of the Convertible Loan Notes being
at the option of Angelfish. It is also provided that the aggregate investment
of $500,000 will represent, on conversion, 20 per cent of the enlarged share
capital of OME.
On completion of the final Convertible Loan Note investment of $200,000 (as
described above), Angelfish will be granted an option ( “Option”), exercisable
within six months of the date of grant, to acquire the then issued share
capital of OME not already owned by Angelfish. The MOU provides that the terms
of the acquisition shall be agreed between the parties at the time of exercise
of the Option, which shall be at the sole discretion of the Company.
The exercise of the Option by Angelfish will require the approval of
shareholders in general meeting and the publication of an admission document.
Further announcements will be made in relation to the further Convertible Loan
Note investments contemplated by the MOU, as and when appropriate.
THE DIRECTORS OF THE COMPANY ACCEPT RESPONSIBILITY FOR THE CONTENTS OF THIS
Andrew Flitcroft, Finance Director +44 (0)7769 591096
ISDX Corporate Adviser
SVS Securities Plc
Peter Ward/Alex Brearley + 44 (0)207 638 5600
About Angelfish Investments
The Company’s ordinary shares are admitted to trading on the ISDX Growth Market
in London. The Company has the ISDX trading symbol ANGP.