Company Announcements

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THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (596/2014/EU) ("MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION, AS PERMITTED BY MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.

21 October 2019

CloudCall Group plc 

("CloudCall" or the "Company")

Result of General Meeting and Open Offer

CloudCall Group plc (AIM: CALL), a leading cloud-based software business that integrates communications technology with Customer Relationship Management platforms, is pleased to announce that, further to the announcements made on 30 September 2019, at the General Meeting held earlier today at 11.00 a.m. (UK) all resolutions were duly passed. Accordingly, the Placing and the Open Offer are expected to complete, conditional on each Admission, at 8.00 a.m. on 22 October 2019 for the EIS/VCT Placing Shares and at 8.00 a.m. on 23 October 2019 for the General Placing Shares and the Open Offer Shares.

Commenting on the transaction, CloudCall CEO, Simon Cleaver said;

"We are delighted to conclude this fundraise which has been extremely well supported by existing holders and we also welcome some great new investors to the register, a number of which are US based.  At just over £12 million, the size of the total Placing and Open Offer leaves the Company well capitalised to execute its ambitious growth plans, towards which good progress is already being made, with the Company having just passed a key milestone of £1 million in monthly revenues."

HMRC EIS advance assurance

The Company is also pleased to announce that it has now received EIS advance assurance from HM Revenue & Customs ("HMRC"). Once the EIS/VCT Placing Shares have been admitted to trading, the Company will make the relevant submissions to HMRC in due course.

Placing and Open Offer

The Open Offer closed for acceptances on 17 October 2019 in accordance with its terms. The Company therefore announces that it has received valid acceptances in respect of 81,685 Open Offer Shares from Qualifying Shareholders, including applications under the Excess Application Facility, representing approximately 16.25 per cent. of the Open Offer Shares offered. Accordingly, Qualifying Shareholders who have validly applied for Open Offer Shares will receive their full Open Offer Entitlement and any Open Offer Shares applied for under the Excess Application Facility.

As a consequence, the Company has conditionally raised approximately £12.08 million (before expenses) in aggregate through the Placing and Open Offer.

Issue of Equity, Admissions and Total Voting Rights 

A total of 12,081,685 Ordinary Shares are being issued and allotted pursuant to the Placing and Open Offer comprising of 12,000,000 Placing Shares and 81,685 Open Offer Shares. The Placing Shares and the Open Offer Shares are being credited as fully paid and will be identical to and rank pari passu in all respects with the existing Ordinary Shares.

Applications have been made to the London Stock Exchange for the issue of 12,081,685 ordinary shares of 20 pence each in the Company to be admitted to trading on AIM. The admission of 4,500,000 Ordinary Shares is expected to take place at 8.00 a.m. on 22 October 2019 for the EIS/VCT Placing Shares and the admission of 7,581,685 Ordinary Shares is expected to take place at 8.00 a.m. on 23 October 2019 for the General Placing Shares and Open Offer Shares.

Following the General Admission on 23 October 2019, the issued share capital of the Company will consist of 38,719,697 Ordinary Shares, with one voting right each. The Company does not hold any shares in treasury.

The above figure 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 to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

PDMR and PCA participation in the Open Offer

The following Directors have informed the Company that they or their PCA's have subscribed for the following Open Offer Shares. Peter Simmonds, Non-Executive Director of the Company, has subscribed for 8,820 Open Offer Shares, with his resulting interest in the Company being 266,875 Ordinary Shares. Sarah Cleaver, a PCA to Simon Cleaver, Chief Executive Officer of the Company, has subscribed for 283 Open Offer Shares, with Simon Cleaver and his PCA's resulting interest in the Company being 839,344 Ordinary Shares.

Further details are contained within the notification below, made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014.

The definitions referenced in this announcement, remain in line with those from the announcements published at 7:01 a.m. (UK) and at 5:30 p.m. (UK) on 30 September 2019, unless otherwise stated.

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About CloudCall Group Plc

CloudCall is a software and unified communications business that has developed and provides a suite of cloud-based software and communications products and services. CloudCall's products and services are aimed at enabling organisations to leverage their customer data to enable more effective communications.

The CloudCall suite of software products allows companies to fully integrate telephony and messaging capability into their existing CRM software, enabling communications to be made, recorded, logged and categorised from within the customer relationship management (CRM) system with detailed activity reporting and powerful business intelligence capable of being easily generated.

At the end of June 2019, the Company had approximately 150 staff based predominantly in Leicester and London (UK), Boston (US) and Minsk (BY), with just under 37,000 end-users relying on CloudCall technology to power their daily communications.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them