TIDMSPAQ
RNS Number : 5542Y
Spinnaker Acquisitions PLC
17 January 2022
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, TO ANY US PERSONS OR IN OR INTO THE
UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN, OR ANY
OTHER JURISDICTION, OR TO ANY PERSON, WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF APPLICABLE LAW.
This announcement is an advertisement and not a prospectus.
Investors should not purchase or subscribe for any transferable
securities referred to in this announcement except on the basis of
information in the prospectus (the "Prospectus") to be published by
Spinnaker Acquisitions Plc (the "Company") in connection with the
initial public offering and the admission of its ordinary shares
(the "Shares") to trading on the Standard Segment of the Main
Market of London Stock Exchange plc (the "London Stock Exchange").
Once published a copy of the Prospectus will be available for
inspection on the Company's website, at the Company's registered
office and made available for viewing at the National Storage
Mechanism. This announcement does not constitute or form a part of
any offer to sell, or a solicitation of any offer to purchase or
otherwise acquire, securities by any US Persons or in the United
States or any other jurisdiction. Neither this announcement nor any
part of it shall form the basis of or be relied on in connection
with or act as an inducement to enter into any contract or
commitment whatsoever.
17 January 2022
Spinnaker Acquisitions Plc ("Spinnaker" or "the Company")
Intention to Float on the London Stock Exchange
Further to the Company's announcement dated 13 December 2021 the
Company is pleased to announce it is in the advanced stages of the
application process with the Financial Conduct Authority and the
London Stock Exchange ("LSE") for the admission of the Company's
ordinary shares to the standard segment of the Official List and to
trading on the LSE's Main Market under the ticker "ONDO".
As per the Company's announcement of 13 December 2021, it has
conditionally agreed to acquire the entire issued share capital of
HomeServe Labs Ltd ("Labs"), a wholly owned subsidiary of FTSE250
quoted public company HomeServe Plc, by way of a reverse takeover
(the "Proposed Transaction") conditional, inter alia on relisting
and successful completion of fundraising activities to be
undertaken by way of a placing and direct subscriptions by new and
existing investor. If the Proposed Transaction proceeds to
completion, it is proposed to change the name of the Company to
Ondo InsurTech Plc and the name of Labs, which will become a
subsidiary of the Company, to LeakBot Ltd.
Whilst the terms of the Proposed Transaction have been agreed,
the acquisition remains subject to the satisfaction of certain
conditions. Accordingly, there is no certainty that the Proposed
Transaction will proceed. Should the Proposed Transaction not
proceed, then the Company would need to apply for the suspension of
its listing of ordinary shares to be lifted and for trading to be
restored.
Labs Highlights
- Labs is a B2B Insurtech business and a wholly owned subsidiary
of HomeServe PLC. Craig Foster originally set up an innovation team
for HomeServe PLC group during 2014, designed to incubate a range
of new ideas for the group. During 2014- 2018, Labs developed and
patented the underlying technologies for a propriety leak detection
system. The leak detection system is called LeakBot.
- The LeakBot system is a patented water security system that
prevents small leaks from turning into insurance claims. This is
achieved through the installation of patented technology (the
LeakBot system) at insured households by end insured consumers and
the provision of claims mitigation services such as find and fix
plumbing repairs and data to assess risk. Insurers in the UK,
Denmark, Sweden, Ireland and the US pay Labs for the LeakBot system
and derive the benefit of claims mitigation through the prevention
of leaks at insured households.
- Water damage is one of the number one claims on home insurance
and accounts for approximately 30% of claims paid in the UK and
USA, two of Labs' target markets. This accounts for over $17
billion of claims annually across the USA and UK.
As at today, there are 35,000 registered LeakBot devices
(with19,500 shipping in the last 12 months) supplied to partners.
The Company is in discussions with eleven potential partners in the
UK and US to enter into further partner contracts. The LeakBot
device has a 4.8 / 5 Trustpilot review which the Directors believe
validates the offering for end-consumers.
Craig Foster, CEO of Labs said: "LeakBot is the first IOT leak
prevention system that is in roll-out with multiple carriers and in
operation in multiple countries. Now we will be one of the first
InsurTechs to IPO in the UK. This is a huge credit to the great
team that have worked so hard to figure this out over the last few
years, and to our innovative insurance partners who want to break
the status quo and find a better solution for their customers and
for the environment. Together, we will reduce claims, reduce waste,
save water and lower the costs of insurance. We are very excited
about what lies ahead."
Andy Morrison, Chairman of SPAQ, added: "Since announcing the
exchange of the Sale and Purchase Agreement on 13 December 2021, we
have continued to make excellent progress towards execution of the
transaction. I look forward to soon handing over the reins into the
capable hands of Craig and the Labs team, while continuing as a
committed director and shareholder of the enlarged company."
Enquiries
Andrew Morrison
Non-Executive Chairman
Spinnaker Acquisitions Stefania Barbaglio +44 7980 878561
Plc PR & Investor Relations +44 7949 690338
SI Capital Ltd Nick Emerson +44 (0) 1483 413500
(Company Broker) Jon Levinson +44 (0) 20 3143 0600
Cassiopeia Services
Ltd
(PR & Investor Relations) Stefania Barbaglio +44 7949 690338
Placing details
-- Placing to raise GBP5,000,000.
-- Admission to listing on the Standard Listing segment of the
Official List of the FCA and Admission to trading on the Main
Market for listed securities of the London Stock Exchange.
-- Funds raised from the issue of new ordinary shares will be
allocated to consideration payable under the Acquisition, partner
development, onboarding and delivery, IT systems enhancement and
transaction costs.
-- Hill Dickinson LLP is acting as legal adviser to the Company
and PKF Littlejohn as reporting accountant to the Company.
Investment and Business Highlights
- The LeakBot system is a patented water security system that
prevents small leaks from turning into insurance claims. The
LeakBot is capable of delivering around a 5% improvement in a
typical loss ratio.
- Labs is now rolling out the Leakbot system internationally
with large and deliverable market opportunities in the UK, the US
and select Nordic countries.
- A pipeline of customers underpins the business plan which is
expected to deliver revenue and earnings growth over the next four
to five years.
The Directors on Admission:
Gregory ("Mark") Mark Wood CBE, Non-Executive Chairman (Aged
68)
Mark Wood is one of the UK's leading financial figures. He has
held several senior positions in global institutions, including
Head of Cash Management at Barclays Bank, Chief Executive of
Prudential UK and Europe, and CEO of AXA UK. In 2006, with GBP500m
of private equity backing, Mark founded Paternoster, which quickly
became the market leader in bulk annuities. A regular media
commentator on pensions and insurance, Mark is a Non-Executive
Director of the RAC Motoring Services plc. He received an Honorary
Doctorate in Business Administration from Anglia Ruskin University
in 2010. In 2017, Mark was appointed Commander of the Order of the
British Empire in recognition of his outstanding contribution to
the British public sector.
Craig Foster, Chief Executive Officer (Aged 42)
Craig Foster is an award-winning corporate entrepreneur and
business leader with over 20 years' experience leading businesses,
brands and teams both in the UK and globally. Craig spent 6 years
at Procter & Gamble in Brand Management in roles both in the UK
and Switzerland, before joining HBOS PLC to lead the marketing of
the group's UK General Insurance brands. At HomeServe, Craig set-up
an innovation arm - HomeServe Labs - and it was within this team
that LeakBot was developed and launched. In 2017 Craig was awarded
the Insurance Times "Tech Champion of the Year" Award in
recognition of the breakthrough nature of LeakBot. Craig has a BA
Honours degree in Management from the University of Nottingham.
Andrew ("Andy") John Gowdy Morrison, Non-Executive Director
(Aged 61)
Andy Morrison is an established entrepreneur and investor
operating in junior public markets since 2007. In 2016, he founded
and brought Spinnaker Opportunities PLC to the London Stock
Exchange as a cash shell, in a transaction analogous to the listing
of the Company. Andy led Spinnaker Opportunities PLC into the
reverse take-over of a medicinal cannabis business to form Kanabo
Group Plc. The transaction completed in February 2021, achieving
multiple returns for fellow investors. For the first 17 years of
his career, Andy worked for Shell in a variety of positions in oil
products trading, shipping, marketing and business development.
Andy has a BSc (1st Class) in Chemical Engineering and Fuel
Technology from the University of Sheffield, a Diploma in Company
Direction from the Institute of Directors, and has published
several articles in the fields of innovation, venturing and
strategic business development.
Stefania Barbaglio, Non-Executive Director (Aged 36)
Stefania Barbaglio is a London-based entrepreneur, business
strategist, reputation specialist and well- recognised PR and
Investor Relations expert, who has advised a range of private and
listed companies across many sectors, focusing on innovation and
sustainability. She is the founder and CEO of the boutique Investor
& Public Relations agency Cassiopeia Services, and fashion
consultancy firm SteffyB. Stefania is highly experienced in Fintech
and new technologies, having led business strategies and marketing
activities for a range of ground-breaking projects in the Defi and
NFT space. She has also guided various firms in business
development, fundraising and organisational dynamics, as well as
leading large-scale tech and investment events. Stefania hosts a
finance and crypto podcast and is considered one of the top British
female opinion leaders in the crypto sphere. She is also a
columnist for the UK online FINANCIAL journal City AM, a keynote
speaker at international, and hosts regular symposia for public
companies and start-ups: investor presentations and networking
evenings in exclusive private venues. She is a fellow and alumna of
Oxford University and holds two MAs: International Journalism from
Westminster University (UK) and TV Production from IULM University
(Italy), as well as ten years' previous experience as a freelance
financial journalist and producer for mainstream TV channels
including Bloomberg, BBC & leading in-house Investor Relations
& PR departments.
Senior Management:
Richard Ehlen MSc, ACMA, CGMA, Chief Financial Officer (Aged
44)
Richard Ehlen is a qualified Management Accountant with over 20
years of hands-on experience in many different Finance and
Commercial roles at a listed Group level, within individual
subsidiaries and within start-ups and newly acquired businesses.
Richard qualified as a Management Accountant while working for
Severn Trent PLC. In 2011, he joined the Group Finance team at
HomeServe plc and has held a number of roles, more recently Finance
Director - Checkatrade, Chief Financial Officer - Labs and Chief
Financial Officer - HomeServe Now. Richard holds a Msc in Strategic
Business Management.
Nick Lobban, Operations Director (Aged 44)
Nick Lobban is a HomeServe veteran of 20 years having worked in
senior product, marketing, business development and operations
roles. Nick has deep experience of the home assistance market
including plumbing services, affinity partnerships, subscription
model value propositions and corporate start ups. In 2014 Nick
joined the new HomeServe innovation arm - HomeServe Labs and was
the first person to work on and lead the LeakBot project. Nick has
a BA Honours degree in Marketing.
Helen Lonsdale, Client Success Director (Aged 34)
Helen Lonsdale is also a HomeServe veteran having worked in
senior product development and account management roles for 12
years. Helen has extended experience of managing B2B partner sales
and account management from previous roles at HomeServe. Helen was
one of the founding team members in HomeServe Labs and played an
early critical role in the product's development, before taking the
lead on B2B sales and client management. Helen has a BA (Hons)
degree in Sociology from University of Warwick.
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END
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