First Day of Dealings on AIM

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Gloo Networks plc

("Gloo" or "the Company")

First Day of Dealings on AIM following £30 million Placing

(London: 11 August 2015) - Gloo Networks plc, a technology company established to acquire and operate companies in the media sector, is pleased to announce its admission to trading on the AIM market of the London Stock Exchange ("AIM") at 8:00 a.m. (London time) today ("Admission"). The Company's ordinary shares will trade under the ticker GLOO.

The Company has raised £30 million before expenses through the placing of 25,000,000 ordinary shares at a placing price of 120p per ordinary share. On Admission, there will be 25,600,000 ordinary shares in issue in the Company and the market capitalisation of Gloo will be £30.7 million at the placing price. The net proceeds of the placing will be used to carry out due diligence on potential acquisition targets and provide working capital.

Gloo intends to acquire and operate trusted consumer brands in the media sector, initially with an enterprise value in the range of £250 million to £1 billion. The Company is led by digital transformation experts Rebecca Miskin (Chief Executive Officer), formerly Digital Strategy Director and Change Agent at Hearst Magazines UK, and Juan Lopez-Valcarcel (Chief Product and Operations Officer), who was previously Chief Digital Officer for Pearson International.

Gloo has received strong backing from major institutional investors, with significant additional capital expected to be raised at the time of the target acquisition. The principal focus for a platform acquisition is the UK, the US and (to a lesser extent) Europe.

Gloo is seeking to benefit from the changing relationship between consumer brands, media owners and the advertising industry; this relationship continues to experience structural change, driven by the evolving prevalence of internet usage and the increasing adoption of data analytics, allowing businesses to better understand and serve consumers. The convergence of the internet and media sectors has created multiple investment opportunities with numerous companies or businesses identified within Gloo's target universe.

Gloo intends to acquire businesses that appeal to attractive socio-economic groups, and through the use of data and technology, transform these businesses to fully realise their digital potential, thereby unlocking value and increasing profitability.

Rebecca and Juan will work with Marwyn, the asset management and corporate finance group, which was founded in 2002 by James Corsellis and Mark Brangstrup Watts. Marwyn Value Investors LP has invested approximately £10 million in the placing.

Liberum acted as Nominated Adviser, Joint Broker and Joint Bookrunner to the placing. Numis acted as Joint Broker and Joint Bookrunner. 

The Company's admission document is available at www.gloonetworks.com. 

Rebecca Miskin, Gloo Chief Executive Officer said: "We are delighted with the support that we have received from a wide range of blue-chip institutional investors and extremely excited by the opportunities ahead. The convergence of the internet and media sectors provides Gloo with a wealth of opportunity to deploy its expertise, and we are looking forward to applying it."

Enquiries:

Liberum Capital Limited (Nominated Adviser, Joint Broker and Joint Bookrunner) 

Tel: +44 20 3100 2000

Neil Elliot

Chris Clarke

Jonathan Wilkes-Green

Numis Securities Limited (Joint Broker and Joint Bookrunner)

Tel: +44 20 7260 1000

Lorna Tilbian

Nick Westlake

James Serjeant

Temple Bar Advisory (PR advisor to Gloo)

Tel: +44 20 7002 1080

Ed Orlebar (+44 7738 724 630)

Tom Allison (+44 7789 998 020)

Alycia MacAskill (+44 7776 253 482)

Additional Information

Track Record of the Directors:

Rebecca Miskin

Rebecca is a global business leader and digital transformation expert. Rebecca began her career with multinational publishing house Reed Elsevier before moving to IPC Media (now Time Inc. UK). Here she set up IPC Media's content and licensing division, and took responsibility for the publisher's entire digital revenue before serving as the managing director of Excite.

In 2007 Rebecca joined NBC Universal's international headquarters in London and was subsequently headhunted to New York to spearhead the turnaround of iVillage Networks. From there, Rebecca was recruited by Arnaud DePuyfontaine and returned to the UK to take up a position with Hearst Magazines UK, acting as Digital Strategy Director and Change Agent between 2010 and 2014. Here Rebecca led the post-acquisition integration of Hachette Filipacchi UK, increasing revenues, operating profits and operating margins during the first two years following acquisition. In particular, during her time at Hearst, Rebecca helped make digital revenues a significant overall EBIT contributor whilst catapulting Hearst into the largest UK magazine company online, more than doubling the company's digital traffic (44 million unique visitors per month).

Rebecca has held the position of non-executive director on the board of Centaur Media plc since 2011 where she is chair of the remuneration committee and a member of both the audit and nomination committees.

Juan Lopez-Valcarcel

Juan is a global digital product and operations expert. Juan was the co-founder of the first local internet portal in Spain in 1996. He later joined Booz Allen (now Strategy&), the US management consultancy, firm where he worked on over 20 product and technology transformation projects for media and technology companies in the US and Europe.

In 2007, Juan joined NBC Universal in New York as VP and General Manager, leading audience strategy and product transformation for their health and wellness lead generation website. Juan was then recruited by Pearson plc in London, where he worked from 2010 to 2014 first as Director of Digital Product and Consumer Technology and then as Chief Digital Officer of International Operations. In this role, he lead all digital product strategy, engineering and digital partnerships outside North America. While at Pearson, Juan also held executive responsibilities over data, experience and efficacy. During the course of his tenure, Pearson grew digital and services revenue from 44 per cent. to 62 per cent. of the group's product mix (to reach £3 billion) and doubled emerging markets revenues to £1.3 billion.

Juan was shortlisted for his work at Pearson for the "Excellence in Digital Transformation" European Digital Masters Award by the Up Group. He is also a member of the International Academy of Digital Arts & Sciences and was appointed in 2015 as an Association Member at BUPA.

James Corsellis

James Corsellis founded Marwyn, the asset management and corporate finance group, in 2002 with Mark Brangstrup Watts. James is joint Managing Partner of Marwyn Capital, which provides corporate finance advice, and Marwyn Investment Management, which provides asset management solutions and investment advisory services, (both of which are regulated by the Financial Conduct Authority). James is a director of Marwyn Asset Management, a regulated fund manager, and also a trustee of the Marwyn Trust, a charity focused on initiatives supporting education and entrepreneurship for young people in disadvantaged communities. Marwyn¹ has launched 14 companies² across a variety of sectors with James providing support to these companies, using his experience of working with a number of companies in various roles (including as Chairman of Entertainment One Limited and director of Breedon Aggregates Limited, Concateno plc and Catalina Holdings Limited) as well as his operating experience as the CEO and founder of technology business, iCollector plc and CM Interactive.

Mark Brangstrup Watts

Mark Brangstrup Watts founded Marwyn, the asset management and corporate finance group, in 2002 with James Corsellis. Mark is joint Managing Partner of Marwyn Capital, which provides corporate finance advice, and Marwyn Investment Management, which provides asset management solutions and investment advisory services, (both of which are regulated by the Financial Conduct Authority). Mark is a director of Marwyn Asset Management, a regulated fund manager, and also a trustee of the Marwyn Trust, a charity focused on initiatives supporting education and entrepreneurship for young people in disadvantaged communities. Marwyn¹ has launched 14 companies² across a variety of sectors with Mark providing support to these companies, using his experience of working on the boards of several Official List and AIM quoted companies, including Entertainment One Limited, Advanced Computer Software plc, Inspicio plc and Talarius plc. Mark has also provided strategic consultancy services to some of the world's leading companies including Ford, Toyota, Shell and Barclays.

1 Marwyn Investment Management LLP and entities owned or controlled by it, or under common ownership or control with it

2 Excluding Marwyn Value Investors LP Class B1 redeemed in November 2014

IMPORTANT INFORMATION

This announcement which has been prepared by, and is the sole responsibility of, the Directors of the Company.

This announcement does not constitute a prospectus or admission document in connection with an offering of securities of the Company, nor does it form part of, any offer or invitation to issue, or any solicitation of any offer to subscribe for or buy, any securities in the Company in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract therefor.

Liberum Capital Limited ("Liberum") and Numis Securities Limited ("Numis"), are each authorised and regulated by the Financial Conduct Authority, are acting only for the Company in connection with the matters described in this announcement and are not acting for or advising any other person, or treating any other person as their client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of either Liberum or Numis or advice to any other person in relation to the matters contained herein.

None of Liberum, Numis, or any of their directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of, the information in this announcement (or whether any information has been omitted from the announcement) or any information relating to the Company, whether written, oral, or in a visual or electronic form, and howsoever transmitted or made available or any loss howsoever arising from any use of this announcement or its contents or otherwise in connection with it.

This announcement may not be published, distributed or transmitted by any means or media, directly or indirectly, in whole or in part, in or into the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities mentioned herein have not been, and will not be, registered under the Securities Act and will not be offered to the public in the United States. The Company has not been, and will not be, registered under the US Investment Company Act of 1940, as amended.

Neither this announcement nor any copy of it may be taken or transmitted into or distributed in any member state of the European Economic Area (other than the United Kingdom), Canada, Australia, the Republic of South Africa or Japan or any resident thereof. Any failure to comply with these restrictions may constitute a violation of the securities laws or the laws of any such jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.

This announcement may include "forward-looking statements". All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's investment strategy, plans and objectives and target returns are forward-looking statements. Forward-looking statements are subject to risks and uncertainties and accordingly the Company's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the admission document. These forward-looking statements speak only as at the date of this announcement. The Company, Liberum and Numis expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the AIM Rules for Companies or any other applicable laws, regulations or rules.

Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

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