Company Announcements

05 November 2021                                                                                                        

THE STANLEY GIBBONS GROUP PLC

(the "Company" or the "Group")

Upcoming Launch of Fractional Ownership of the World's Most Expensive Item By Weight

Stanley Gibbons Group plc is pleased to announce that in conjunction with its technology partner Showpiece Technologies Ltd ("Showpiece"), a company owned by Phoenix Asset Management Partners ("PAMP"), fractional ownership of the 1c-Black on Magenta (the "Stamp"), the world's most expensive postage stamp, will be launching next week. 

Graham Shircore, CEO of Stanley Gibbons said:

"We're extremely excited to be able to offer this unique, first-of-its-kind opportunity which will not only make a true global treasure available to all to own but increase interest in the hobby more widely. There's still time to register for preferential early access through the holding page at www.showpiece.com, but not for much longer!"

In order to facilitate fractional ownership, the previous chattel mortgage held over the Stamp by the Group's majority shareholder, Phoenix S.G. Ltd ("PSG"), a company controlled by PAMP, is being replaced by a fixed charge security over the proportion of the Stamp in which the Company has beneficial interest and any proceeds of sales of fractional entitlements not remitted by the Company to PSG to pay down the loan. The headline terms are however unchanged with a total loan value of £6.5 million, a 5-year initial term which can be extended by agreement between both parties. The loan is interest free with 50 per cent. of any profit made on the sale of the fractions by the Company, post the loan value being repaid, due to PSG. Additionally the loan has been amended in order to create the required flexibility and protect purchasers of fractions in the Stamp. The proceeds from the sale of fractions of the Stamp will initially be used to pay down the loan with any outstanding balance on the loan at the end of the term now able to be satisfied by the pro-rata transfer of any unsold fractions of the Stamp from Stanley Gibbons to the lender.

As part of the process to provide fractional ownership to collectors in an effective and enjoyable way, Stanley Gibbons has also entered into a commercial agreement with Showpiece. Showpiece will provide its services to Stanley Gibbons completely free of charge throughout the life of the agreement.

As part of the agreement with Showpiece and included in the terms and conditions, should the legal and beneficial title to the item be sold in its entirety at some point in the future through a process managed by Showpiece, Showpiece would receive a fee of 2.5% of the gross proceeds payable by the beneficial owners of the Stamp at that time.

Related Party Transactions 

PSG is currently interested in 58.09 per cent. of the issued share capital of the Company and the change to the above loan facility constitutes a related party transaction for the purposes of AIM Rule 13. The agreement with Showpiece also constitutes a related party transaction for the purposes of AIM Rule 13.

The Independent Directors of the Company consider, having consulted with the Company's nominated adviser, Liberum Capital Limited, that the terms of both transactions are fair and reasonable so far as the Company's shareholders are concerned. Graham Shircore is the CEO of the Company, a director of Showpiece and a Partner of PAMP and is not considered independent for the purposes of these transactions.