【download stake app】XLMedia to issue £11m to shareholders ahead of final closure

This distribution marks the second and potentially final return of proceeds from the company’s recent divestments. No further distributions are planned prior to the expected suspension of its shares from trading on the London Stock Exchange’s AIM sub-market on 14 May.

The company explained in its announcement that the capital return will be executed via a tender offer priced at 11p per ordinary share, representing a 16% premium over the market closing price of the company’s shares as of 10 April.

The offer, which still has to be approved by shareholders at a General Meeting on 28 April, is available to qualifying shareholders. It is expected to result in the repurchase of up to 70.9% of XLMedia’s currently issued share capital, if fully subscribed.

This proposed buyback follows an earlier tender offer announced on 20 January, which returned approximately £14m to shareholders when it previously bought back and cancelled 121,545,490 ordinary shares at 11.5 pence per share.

That prior tender accounted for about 46.3% of XLMedia’s share capital at the time, and was equivalent to roughly 87.4% of the shares made available under that offer.

Following these developments, XLMedia remains an AIM Rule 15 Cash Shell. The company has no active trading operations or material assets beyond the remaining proceeds from its disposals.

The company has been transparent in communicating that it does not intend to pursue any acquisitions or reverse takeovers under AIM Rule 14.

XLMedia’s objective is to wind down its operations, including those of its subsidiaries, and distribute available funds to shareholders in an orderly manner.

The final countdown

The most recent disposals that generated capital for these distributions included the sale of XLMedia’s North American and European assets.

The company formally became a cash shell on 13 November 2024 after the completion of the North America disposal, which involved divesting substantially all of its remaining operating business.

A significant portion of the company’s remaining cash reserves stems from these transactions. As of the end of 2024, XLMedia held approximately $35m in cash.

Further augmenting these reserves, the company received a final payment of $11.2m from Gambling.com Group Limited on 1 April.

This included a variable performance-related component of $3.7m, linked to the strong financial performance of the European assets sold in 2024.

Additionally, a final performance-based payment of $1m from Sportradar AG is expected on or around 2 May.

These are the last scheduled payments from the company’s asset disposals.

With the tender offer now being posted to shareholders, XLMedia is facilitating the final steps in its wind-down process.

The announcement outlines the terms of the offer and guides shareholders on how to participate should they choose to tender their shares.

Upon completion of the offer, XLMedia will not issue further capital returns ahead of its planned share suspension on 14 May.

The company’s board has reiterated that any additional returns during the broader liquidation process are not guaranteed and will depend on the company’s remaining financial position and obligations.

By retaining its AIM listing throughout this wind-down period, XLMedia’s Board aimed to maintain transparency and liquidity for shareholders while completing distributions and settling liabilities.

However, with the approaching suspension and no strategic plans for future business operations, the company is entering its final phase of existence.