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Videndum plc - Post Transaction Report

Post-transaction report


Name of issuer	Videndum plc
Transaction details	On 23 December 2025, the Company announced that a £70 million equity fundraise would take place in Q1 2026 (following other announcements throughout 2025 regarding the need to raise additional capital). Shareholders were given considerable notice to buy shares on the open market to become a shareholder to participate in the issue. The 23 December 2025 announcement indicated there would be little to no value in the existing equity if the fundraise did not proceed. The Company issued in aggregate 31,481,482 New Ordinary Shares pursuant to the Capital Raising, of which 30,186,315 New Ordinary Shares were issued under the Firm Placing and 1,295,167 New Ordinary Shares were issued under the Placing and Open Offer, which represented approximately 6,077% of issued ordinary share capital on 6 March 2026 (adjusted for the Capital Reorganisation which occurred prior to the Capital Raising). Settlement for the New Ordinary Shares is expected to take place at 8.00 a.m. on 30 March 2026.
Use of proceeds	£50 million in net proceeds will be used to fund a partial repayment of the Company’s revolving credit facility. The remaining net proceeds from the Capital Raising will be used to strengthen the Group’s liquidity position and support the management of the go-forward capital position. The Capital Raising also formed part of and supported a broader set of Refinancing proposals by the Company.
Quantum of proceeds	In aggregate, the Capital Raising raised gross proceeds of approximately £85 million and net proceeds of approximately £78.9 million given strong institutional demand, an uplift from the £70 million fundraise indicated in the Company’s 23 December 2025 announcement
Discount	The Offer Price of 270 pence represents a discount of 87% to the Consolidated Closing Price of 2,070 pence on 6 March 2026.
Allocations	Soft pre-emption was adhered to in the allocations process. Management was involved in the allocations process, which has been carried out in compliance with all applicable MiFID II allocation requirements. Allocations made outside of soft pre-emption were preferentially directed towards existing shareholders in excess of their pro rata, and wall-crossed accounts.
Consultation	Since the announcements throughout 2025 there has been consultation with institutions on a non-wall-crossed basis Management and the Bookrunner undertook a pre-launch wall-crossing process, including consultation with major shareholders, to the extent there was interest from the major shareholders.
Retail investors	Due consideration was given by the Board as to whether a retail offer be undertaken. Following discussions between the Company and Investec, it was decided that a retail offer would not be included in the Capital Raising. The offer structure included an Open Offer to allow all existing shareholders the opportunity to participate should they wish to do so.

Videndum plc - Post Transaction Report

Post-transaction report

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