Baar (pta037/24.11.2021/18:00) - NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, OR THE EUROPEAN ECONOMIC AREA, OR IN ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION WOULD NOT BE IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS.
Baar, 24 November 2021
An extraordinary general meeting of New Value AG was held today. All motions of the Board of Directors were approved by the general meeting with a large majority. The following resolutions were adopted by the shareholders:
* The change of the name of the company from New Value AG to Talenthouse AG, and the change of the company's corporate purpose from an investment to an operating company, subject to approval of the listing application and prospectus by SIX Exchange Regulation AG.
* The increase of the number of shares of the company and creation of a single class of shares by splitting the existing registered shares with restricted transferability and a par value of CHF 1 in a ratio of 1:10, so that all shares will have the same par value of CHF 0.10, subject to approval of the listing application and prospectus by SIX Exchange Regulation AG. The stock split is expected to result in the listing of all shares of the company on SIX Swiss Exchange in the International Reporting Standard (previously Investment Company Standard).
* The creation of additional conditional capital of CHF 13 million. This conditional capital is intended to expand the company's range of possible forms of fundraising and thus provide increased flexibility.
* The election of Clare McKeeve and Scott Lanphere as members of the Board of Directors for a term of office until the end of the next annual general meeting.
Roman Scharf, Chairman of the Board of Directors, says: "Today I am extremely excited how Talenthouse has evolved and that we are now a public company. This milestone will allow us to expand the ways how we support the global creative community. At this defining step the whole team and I are very proud that Clare McKeeve and Scott Lanphere are joining our Board of Directors. Clare and Scott are fundamental to the success of Talenthouse going forward."
Clare McKeeve, Member of the Board of Directors, says "I am very pleased about my new role and would like to thank the shareholders for the trust they are placing in me. The Creative Economy worldwide generates revenues of USUSD2,250b, representing 3% of world GDP and employs nearly 30 million people. I am proud that Talenthouse and our community are part of it. We are ready to contribute to continued economic growth."
Scott Lanphere, Member of Board of Directors, adds: "Having spent a large proportion of my career in the media industry globally, I am eager to help Talenthouse to empower creative entrepreneurs to engage at the highest levels. My recent fintech experience will be a useful tool for the team as our leadership creates the financial infrastructure to propel our community to greater economic achievements. Our past was all about creating a channel of growth for creative individuals. Our future will be defined by the expansion and widening of those channels. I am pleased to be adding this new role as we navigate the many opportunities ahead."
About Clare McKeeve
Clare McKeeve, a British citizen, and Fellow Chartered Accountant, has been a member of the Board of Directors of TLNT Holdings SA and its various subsidiaries since January 2019. Clare has gained over 23 years of financial markets experience working in London, 18 of which were in private equity. In 2010, Clare joined Macquarie Capital and took on the role of COO for EMEA.
In 2014, she founded a dedicated consumer brand firm that helped clients raise capital and develop high-end and premium brand businesses. The company managed more than 10 investments.
Clare took over the reins of Talenthouse Group in 2019. Since then, she has built an impressive team and managed the highly complex transition of the client base. She successfully integrated Ello and Zooppa and the two teams into the Talenthouse family and led the acquisitions of Jovoto and EyeEm.
About Scott Lanphere
Scott Lanphere, a US citizen, spearheaded the process that created Talenthouse AG, having served as Chairman of some group companies for 2 years, and currently leading all corporate development efforts. Scott has held over 45 directorships and has been particularly successful in growing businesses through acquisitions and through the transformative adoption of leading digital methodologies that leverage existing infrastructure to significantly impact the operating characteristics and growth of businesses.
Scott was a partner at Advent International, having started as an analyst in 1987. He became a partner at Deutsche Bank (Morgan Grenfell Private Equity) in late 1998, and four years later started his own private equity business with the formation of Eaton Gate Limited, a private capital and advisory firm that counted JP Morgan, Newscorp, TDIC (UAE Sovereign), Exor and the Saudi Arabian Pension Fund among its clients. Scott was the Chairman of OmniOne SA, an innovative banking as a service fintech, and created Quest Digital Ltd. to acquire digital media brands.
About New Value AG
New Value, listed on the SIX Swiss Exchange, invests directly in private companies with above-average market and growth potential. The focus is on companies in the field of digital business models. New Value engages in active value management with the aim of further developing its holdings and thus increasing their value.
Stock exchange listing SIX Swiss Exchange (www.six-group.com)
Ticker symbol NEWN (CH)
Security number 1 081 986
Contact New Value AG, Zugerstrasse 8a, CH-6340 Baar, Switzerland
Investor Relations: Scott Lanphere
Media Relations: Brigitte Kaps
Phone +41 43 344 38 38 or Mob +41 79 289 2042
This media release serves informational purposes and constitutes neither an offer to sell nor a solicitation or an advertisement to buy any shares of New Value AG in any jurisdiction. This media release does not constitute a prospectus within the meaning of Article 35 et seqq. of the Swiss Federal Act on Financial Services. Such prospectus is expected to be published exclusively for the purposes of the listing of shares of New Value AG on SIX Swiss Exchange and will be available electronically and free of charge after publication. Such prospectus will not be published for the purposes of a share offering.
This media release and the information contained therein are not being issued in the United States of America, Australia, Canada, Japan, or the European Economic Area and must not be distributed within or to such countries or via publications with a general circulation in such countries.
In the United Kingdom, this media release is only directed (i) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), or (ii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order.
This media release contains forward-looking statements such as projections, forecasts, and estimates. Such forward-looking statements are subject to certain risks and uncertainties which may cause actual results, performance, or events to differ materially from those anticipated in this media release. The forward-looking statements contained in this media release are based on the views and assumptions of New Value AG as of this date and New Value AG does not assume any obligation to update or revise this media release.