23 August 2013
Angelfish Investments Plc
("Angelfish" or "the Company")
Variation to Structure of Investments
and Trading Update
Further to the announcement made on 6 June 2013, Angelfish Investments Plc, an investment vehicle company,
announces that the Company has made an investment (the "Investment") of a further US$60,000 in One Media
Enterprises Limited ("OME"), through a further subscription for secured convertible loan notes ("Convertible
Loan Notes") in OME.
The Investment has been provided to OME in order to pursue the following:
- to purchase stock of "OneMedia" computing tablets (the "Tablets") for supply and resale, via
independent representatives across the USA;
- to place Tablets into inventory with A.B. Distributing, Inc ("A.B."), a distribution partner of CDW,
making these tablets available to their customers, as well as Anuncio, LLC ("Anuncio"); and
- To provide additional working capital for the OME group and to develop marketing and support materials
for the purchased inventory, including the prepayment of certain support services for call centre, warranty,
repair and other customer care requirements, for once the Tablets have been received into supplier inventory.
Anuncio entered into a letter of intent with OneMedia Partners Inc ("OneMedia"), a wholly owned subsidiary of
OME, on 23 April 2013, as an exclusive master reseller of OneMedia Tablets for the purposes of selling the
Tablets into the healthcare industry within the State of Texas. The Board of OME have informed Angelfish that
OME expects that a final agreement between OneMedia and Anuncio should be completed and executed in due course.
Robert Wagner, President and CEO of the OME group of companies commented, "We are pleased that the first order
of our newest Android Tablets is expected to be shipped to us in the short term future. Based upon our current
level of customer inquiries, we feel that the OME group could be in a position to place its second order in due
course after the receipt of the first order. Furthermore, we expect that the second order could be larger than
the first and should additionally include the latest Windows Tablet model."
Andrew Flitcroft, Finance Director of Angelfish commented "The Board of Angelfish sees the recent developments
as significant steps forward for OME, ratifying its business model to develop and provide purpose built
computing Tablets. OME's recent progress should help with bringing trading revenue into OneMedia, and Angelfish
is pleased to be able to support OneMedia in its activities and further build on the relationship between the
VARIATION TO STRUCTURE OF INVESTMENTS:
On 21 January 2013, the Company announced it had entered into a Memorandum of Understanding ("MOU") with OME,
which contemplated that, subject to the satisfaction of certain conditions, Angelfish may make an investment of
up to US$500,000 in OME, in stages and in accordance with agreed milestones.
The MOU provides that each of the events will provide Angelfish with a right to subscribe, but not an
obligation, for the relevant number of Convertible Loan Notes, with the conversion of the Convertible Loan Notes
being at the option of Angelfish. It is also provided that the aggregate investment of $500,000 will represent,
on conversion, 20 per cent of the enlarged share capital of OME. The MOU was superceded by a subscription
agreement dated 30 April 2013.
In exchange for Angelfish's agreement to provide OME with today's Investment, outside of the milestone framework
set out in the subscription agreement, and for the Company's continued support to OME, the subscription
agreement and the terms of the loan notes have been varied so that the aggregate investment of $500,000 would
now, on full conversion, represent 29.9 per cent of the enlarged issued share capital of OME.
ONE MEDIA TRADING UPDATE:
OneMedia has continued to develop its United States distribution network as it moves towards generating revenue.
OneMedia is also currently in the process of also developing the necessary distribution infrastructure required
to support the needs of potential customers in the United Kingdom. Furthermore, OneMedia has selected certain
other technologies from those available from its manufacturing partners in China, which should provide
OneMedia's future customers with access to economically competitive Android, Windows and wearable mobile
devices, in the markets of education, healthcare, entertainment and enterprise.
As mentioned above, OneMedia has secured a new distribution channel for its Tablets. A.B. has begun marketing
OneMedia Tablets for sale across the U.S. A.B. has been distributing over 100 major computer and electronic
products since 1984, and will be adding OneMedia's Tablets to this product array with a view to beginning
marketing OneMedia's Tablets in time for 2013's fourth quarter sales period. A.B. customers include CDW,
Insight, Zones, Tiger Direct, PC Connection, PC Mall, and other resellers throughout the US.
Additionally, Porter Bibb, managing director of MediaTech Capital Partners, has joined OME's board of advisors.
It is intended that Mr. Bibb will help to expand OME's marketing efforts, to include U.S. and global media and
telecom partnerships and assist OME's management with marketing Tablet products in the educational, healthcare,
and entertainment media markets. Mr. Bibb has served as a commentator on the BBC, CNN, CNBC, and Bloomberg TV,
focusing on transformative technologies, innovative company performance, and new and disruptive business models.
He is also is a contributor to the Wall St. Journal, the New York Times, and other major media outlets. Mr.
Bibb is also a strategic advisor to global technology companies and brings more than 40 years of experience and
relationships across global media, technology, and telecommunications companies.
OME is a UK incorporated holding company for a group of U.S. incorporated companies which are at pre-revenue
operating stages and are engaged in the development and marketing of computing Tablets and other mobile devices.
OME's strategy is to focus on exploiting market niches to deliver private label, purpose-built Tablets and other
mobile devices. OME's strategy is also to provide customised hardware and software technology solutions to
market segments which OME's directors believe are under-served and which enterprise factories are unable to
On 21 January 2013 and 6 June 2013 Angelfish announced that the Company had made an initial investment of
US$50,000 and a further investment of US$100,000 (respectively) in OME via a subscription for secured
Convertible Loan Notes in OME.
THE DIRECTORS OF THE COMPANY ACCEPT RESPONSIBILTY FOR THE CONTENTS OF THIS ANNOUNCEMENT
Andrew Flitcroft, Finance Director +44 (0)7769 591096
ISDX Corporate Adviser
SVS Securities Plc
Kulvir Virk + 44 (0)207 638 5600
About Angelfish Investments
The Company's ordinary shares are admitted to trading on the ISDX Growth Market in London. The Company has the
ISDX trading symbol ANGP.