Company Announcements

Corporate Update and Share Buyback Programme

Source: RNS
RNS Number : 9058E
Minds + Machines Group Limited
11 November 2020

Minds + Machines Group Limited

("MMX" or the "Company")

Corporate Update and Share Buyback Programme

Corporate Update

Since our update on October 30, 2020, Tony Farrow has assumed the role of interim CEO. In his first week he has worked with Bryan Disher, interim CFO to review the Company's billings, cash flows and overall financial position as well as the day to day operations of the Group.

We are pleased to reconfirm our statements from 30 September 2020 that the Company is profitable and cash generative, with the majority of revenue being of a recurring nature. We continue to see strong renewal billings. Operating cash flow for 2020 is expected to exceed $4.0 million, which would result in available cash at December 31, 2020 of more than $8.0 million.

The Company also reiterates its commitment to steps that are expected to reduce costs across OPEX and COGs in 2021 when compared to their expected amounts in 2020. In addition, as a result of recent management changes, 46 million options and RSUs were forfeited, thereby reducing the Company's fully diluted shares by approximately 4.7 per cent.

Share Buyback Programme

As stated in the Company's most recent update on 30 October 2020 the Board remains committed to returning excess capital to shareholders.

In light of the cash generative nature of the business, the available cash and confidence in respect of future cash flows, the Board announces that it has approved a share buyback programme of ordinary shares of no par value in the capital of the Company ("Ordinary Shares") up to a maximum of £2.3 million (approximately $3.0 million) (the "Buyback Programme"). The Buyback Programme forms part of the Group's broader strategy to deliver shareholder value and the Company will buy Ordinary Shares in the market as well as any larger lines of Ordinary Shares, should they become available.

The Buyback Programme will be managed by finnCap Ltd, the Company's broker. The Buyback Programme is in accordance with the terms of the Company's authority to make market purchases of its own Ordinary Shares (the "Authority") and will be conducted within certain set parameters.

The Buyback Programme will be effected in accordance with the Authority in that the maximum price paid per Ordinary Share is to be no more than 105 percent of the average middle market closing price of an Ordinary Share for the five business days preceding the date of purchase. The Buyback Programme will commence today and will continue, subject to not being completed earlier, until 31 December 2020, when its efficacy will be further reviewed.

Any Ordinary Shares acquired as a result of the Buyback Programme will be announced to the market without delay. Any Ordinary Shares acquired as a result of the Buyback Programme will be cancelled.

Due to the limited liquidity in the issued Ordinary Shares, any Buyback of Ordinary Shares pursuant to the Authority on any trading day may represent a significant proportion of the daily trading volume in the Ordinary Shares on AIM and may exceed 25 percent of the average daily trading volume, being the limit laid down in Article 5(1) of Regulation (EU) No 596/2014 and, in such circumstances, the Company will not benefit from the exemption contained in this Article.

The Company confirms that it currently has no other unpublished price sensitive information other than what has been disclosed above.


The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.

For further information

Minds + Machines Group Limited

Guy Elliott, Chairman

via Belvedere Communications Limited

finnCap Ltd

Tel:+ 44 (0) 20 7220 0500

Corporate finance - Stuart Andrews/Carl Holmes/Simon Hicks

ECM - Tim Redfern/Richard Chambers

Belvedere Communications Limited

Tel: +44 (0) 20 3687 2754

John West

Llew Angus


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