AIM Rule 26
THE FOLLOWING INFORMATION IS DISCLOSED IN ACCORDANCE WITH RULE 26 OF THE AIM RULES AND WAS LAST UPDATED ON 31 MARCH 2020
Description of the business
KRM22 will seek to achieve its investment objective through the long term investment in, or acquisition
of, private and public companies. The Company intends to acquire or invest in companies that have some
of, or all of, the following features:
- Market leading software offering: a software product used by customers
- Customer revenues: the business has a recurring revenue generating customer base
- Subject matter expert: the business founder, CEO or other key members of staff have expertise in a
relevant risk management aspect or a technology
- Capital markets focus: the product fits into one of KRM22’s four key risk domains being Market Risk,
Regulatory Risk, Infrastructure Risk and Operational Risk
- Risk management focus: the product helps customers manage risk in one of the four risk domains
identified by KRM22
- Acquisition price: a valuation for the deal which the Directors believe will deliver capital appreciation
value for investors
- Where the Board believes that there are good growth opportunities through strategic and operational
guidance and providing a platform to scale.
The Directors intend to use their multiple years of experience and successful track records in the software
and technology industry, as well as proven managerial and business experience, to drive business
transformation and growth in the Investee Companies. The Directors intend to invest and take controlling
stakes in businesses (or in minority stakes) which are intended to create value for investors. It is the intention
for investments to be made using cash and equity which may also include earn-out payments, subject to
the Investee Company achieving certain key financial performance conditions. Investments may be made
using debt where the Board concludes this is more appropriate. It is the Board’s intention to keep each
acquisition or investment operating independently of each other. However, the Board does intend to help
each investment scale, using the expertise of the Board, as well as capitalising on cross-selling opportunities
across Investee Companies customer base, deriving synergies and efficiencies by sharing technical expertise
within the portfolio. Over time, the Board intends to create appropriate procedures to enhance returns by
sharing some services across the Investee Companies while keeping them operationally separate.
KRM22 will have an active investment policy and the Board intends to exercise appropriate control and
strategic influence over the day-to-day operational management of any Investee Company. The Board and
the senior management team will provide strategic, technology and business support. In addition, at least
one executive Board member or senior manager of KRM22 will be a director on the board of each Investee
Company to provide strategic and corporate governance oversight.
The Company may invest or acquire globally, including emerging markets, however its short-term focus will
be on the UK, North America, Europe and Asia.
There is no set holding period for investments. However, it is the Company’s intention to hold its investments
on a long-term basis. The investments made by the Company may take a variety of legal forms; for example
it may acquire complete control or take both a majority stake of a business or a minority stake of a business,
or form a joint venture or partnership. The Company expects to raise additional external funding when
required to achieve its investment objective and to make further investments.
Board Committees and Corporate Governance
UK City Code on Takeovers and Mergers
KRM22 is subject to the UK City Code on Takeovers and Mergers.
Country of Incorporation and Main Country of Operation
KRM22 PLC is incorporated in England and Wales (Registration Number 11231735). The Company’s main countries of operation are the UK, the USA and the Czech Republic.
Current Constitutional Documents
Details of Any Other Exchanges or Trading Platforms
KRM22 is not listed on any other exchanges or trading platforms.
Admission Documents and Circulars
Number of Securities in Issue
Please click here for the the details of the number of securities in issue, the number of securities held as treasury shares and, in so far as the Company is aware, the percentage of securities that are not in public hands together with the percentage holdings of significant shareholders.
The total percentage of shares not in public hands is 35.0%.