NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF IRELAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF IRELAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN.
This document does not constitute an offer to sell or solicitation to buy securities in the United States. Shares of WANdisco may not be offered or sold in the United States without being registered under the United States Securities Act of 1933, as amended ("U.S. Securities Act") or based on an available exemption from such registration. The securities mentioned herein have not been and will not be registered under the U.S. Securities Act and no public offering of shares is being or will be made in the United States.
This communication is directed only at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("Order") (investment professionals) or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations etc) (all such persons referred to above being "Relevant Persons"). Any investment activity to which this communication relates will only be available to and will only be engaged with Relevant Persons.
1 June 2012
FIRST DAY OF DEALINGS AND ADMISSION TO TRADING ON AIM
SUCCESSFUL PLACING RAISES £15 MILLION
Sheffield - WANdisco plc ("WANdisco" or the "Group"), a leading provider of global collaboration software to the software development industry, is pleased to announce the commencement at 08.00 UK time this morning of dealings in its Ordinary Shares on AIM, a market operated by the London Stock Exchange (LSE: LSE.L - news) plc.
· The Group's trading symbol is WAND and the Group's ISIN code is JE00B6Y3DV84.
· The Placing Price for the Group's Ordinary Shares was set at 180 pence per Ordinary Share.
· Based on this Placing Price, the market capitalisation of the Group following the Placing and at Admission was £37m.
· The Group raised approximately £15m in gross proceeds from the Placing, before expenses. The Group intends to use the net proceeds of the Placing to drive growth by expanding the Group's sales force; through the opening of an office in China and targeting the Far East market opportunity; through further product development; reducing the current level of provisions and other payables; general working capital purposes and potentially via complementary technology acquisitions.
· The total number of Ordinary Shares in issue at Admission was 20,552,110.
Panmure Gordon (UK) Limited acted as Nominated Adviser and Broker to the Group.
Commenting on the successful Placing and Admission to AIM, David Richards, Chairman and Chief Executive Officer of WANdisco commented:
"I am delighted with the success of our significantly oversubscribed Placing and with the strong, supportive response we have received from our new, high-quality institutional shareholder base. We have a clear strategy for growth and the funds raised through our Placing will help us now to deliver on that strategy, opening up new markets, new products and new possibilities both for WANdisco and for its customers."
Terms defined in the admission document dated 28 May 2012 have the same meaning as when used in this announcement.
For further information please contact:
David Richards, Chairman and Chief Executive Officer
Nick Parker, Chief Financial Officer
Fred Walsh / Giles Stewart (Corporate Finance)
Adam Pollock, Charles Leigh-Pemberton (Corporate Broking)
FTI Consulting +44 (0)20 7831 3113
Matt Dixon, Jon Snowball, Sophie McMillan
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About WANdisco plc
· WANdisco is a leading provider of global collaboration software to the software development industry and is headquartered in Sheffield. WANdisco's differentiated patent-pending technology provides a cost-effective solution to the problems faced by organisations with globally distributed software engineering teams. By using WANdisco's technology in conjunction with Apache Subversion ("Subversion"), an open source version control system, software developers at globally distributed sites are able to access the same data program at all times which helps improve productivity, and prevent downtime and data loss.
· WANdisco currently has more than 200 customers globally, a number of which are in the US Fortune 100. Customers include some of the world's most well-known and well regarded companies across a broad range of industry sectors such as AT∓T, Aviva (LSE: AV.L - news) , Barclays (LSE: BARC.L - news) , Hewlett Packard (NYSE: HPQ - news) , Honda, Intel (NasdaqGS: INTC - news) , John Deere, Johnson ∓ Johnson, Juniper Networks (Xetra: 800910.DE - news) , Motorola (NYSE: MOT - news) , NCR (Dusseldorf: NCR1.DU - news) , Nokia (Stockholm: NOKI-SEK.ST - news) , NTT and Wal-Mart.
· WANdisco's technology and products operate in the Application Development market. According to Gartner Inc (NYSE: IT - news) . in its report entitled "Market Share Analysis: Application Development Software, Worldwide, 2010" which was published on 21 April 2011, ("Gartner Report") this market, which is currently valued at $8.64bn in 2011, is forecast to grow to $9.41 billion in 2015.
· The Group uses an annual subscription licence model to sell its products, providing a predictable revenue stream and a foundation for further expansion. Revenue has increased by 30.0 per cent. from $3.0 million in 2010 to $3.9 million in 2011 and EBITDA before share based payments and exceptional costs has increased from a loss of $0.8 million in 2010 to a profit of $0.2 million in 2011.
· The Group's success to date has allowed it to grow organically without any venture capital, angel investors or private equity funding.
· David Richards, Jim Campigli and Dr. Yeturu Aahlad were the core founders of WANdisco, Inc. in 2005. They were subsequently complemented by Nick Parker, Chief Financial Officer, and by Paul Walker (former CEO of The Sage Group plc) and Ian Duncan (former Group Finance Director of Royal Mail Holdings plc) as non-executive directors. The WANdisco senior team has significant experience of operating in the technology industry and of managing high-growth companies.
· To date, WANdisco has focussed on exploiting its technology within the software development industry. Going forward, the directors believe that there is potential to apply the technology to other significant markets, including the Big Data market, and thereby continue the Group's strategy of rapid organic growth through product expansion and customer acquisition.
Certain statements contained herein are forward looking statements and are based on current expectations, estimates and projections about the potential returns of the Group and industry and markets in which the Group will operate, the directors' beliefs and assumptions made by the directors. Words such as "expects", "anticipates", "should", "intends", "plans", "believes", "seeks", "estimates", "projects", "pipeline" and variations of such words and similar expressions are intended to identify such forward looking statements and expectations. These statements are not guarantees of future performance or the ability to identify and consummate investments and involve certain risks, uncertainties, outcomes of negotiations and due diligence and assumptions that are difficult to predict, qualify or quantify. Therefore, actual outcomes and results may differ materially from what is expressed in such forward looking statements or expectations. Among the factors that could cause actual results to differ materially are: the general economic climate, competition, interest rate levels, loss of key personnel, the result of legal and commercial due diligence, the availability of financing on acceptable terms and changes in the legal or regulatory environment.
This announcement has been prepared by WANdisco and is the sole responsibility of WANdisco. No liability whatsoever (whether in negligence or otherwise) arising directly or indirectly from the use of this announcement is accepted and no representation, warranty or undertaking, express or implied, is or will be made by WANdisco or Panmure Gordon (UK) Limited or any of their respective directors, officers, employees, advisers, representatives or other agents for any information or any of the opinions contained herein or for any errors, omissions or misstatements.
Any investment decision must be made solely on the basis of the admission document dated 28 May 2012 and any supplement thereto in connection with the admission of the ordinary share capital of WANdisco to trading on AIM.
The merits or suitability of any securities must be independently determined by the recipient on the basis of its own investigation and evaluation of WANdisco. Any such determination should involve, among other things, an assessment of the legal, tax, accounting, financial and other related aspects of the securities. Recipients of this announcement are recommended to seek their own independent legal, tax, financial and other advice and should rely solely on their own judgement, review and analysis in evaluating WANdisco and its securities.
Panmure Gordon (UK) Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively as nominated adviser and broker to WANdisco and no one else in connection with the Placing and will not be responsible to anyone other than WANdisco for providing the protections afforded to customers of Panmure Gordon (UK) Limited or for providing advice in relation to the Placing.