Milestone (AIM:MSG), the AIM quoted provider of digital media and technology, notifies shareholders that it has entered into a software license agreement (“License Agreement”) with Envoy Group Corp (soon to be renamed Black Cactus Global, Inc) (“Black Cactus Global”), a OTC Bulletin Board listed company. The License Agreement supersedes the joint venture agreement between Milestone and Black Cactus Holdings Pty Limited that was announced on 9 December 2015, creating Nexstar (the Company’s subsidiary).
Under the terms of the Licence Agreement Black Cactus Global has granted Milestone an exclusive sublicense for the British Isles and certain British Overseas Territories for a range of products previously announced, including Backstage HD, MusicRoo, Black Cactus Music (referred to from this point as Music platform), Card programmes and KYC products. The expanded agreement additionally allows Milestone to use the Black Cactus Global Blockchain platform to build bespoke solutions whilst developing its own IP.
In consideration for the Licence Agreement in respect of licenced products, Milestone has agreed to pay Black Cactus Global a royalty of 10% of the first £500,000 of gross revenues and 5% on any gross revenues in excess of this amount. In addition, Milestone has agreed to issue Black Cactus Global 744,131,477 shares which equates to 29.5% of its enlarged share capital (“Share Consideration”). The Share Consideration is subject to shareholder approval.
Milestone will earn revenues from its own marketing of the licenced products as well as revenue from business introduced within the UK by Black Cactus Global. Milestone will also receive a revenue share for those introductions by Milestone to Black Cactus Global outside of the UK and a share of all other agreements made by Black Cactus Global.
Following a review of Milestone since September 2017, the Company’s newly refocused strategy is almost complete and expected to be finalised by the end of this calendar year by which time all ties with the social good and charity activities including The Passion Project, Alchemy, Winning in The Game of Life and the Milestone Charitable Foundation will have ceased.
In keeping with the revised strategy the Company has also ceased being a member of the Social Stock Exchange.
Milestone’s Board now comprises Tony Sanders as interim CEO, Guy Meyer as Business Development Director and Kevin Everett as Non-executive Director. Sean Sydenham has been appointed as Company Secretary.
With the new Licence Agreement, Milestone’s focus is principally on Digital Media and Fintech products utilising Blockchain technology.
The Board has reviewed its current agreements and contracts and will only pursue those agreements that will produce revenues within feasible timelines and as such will not be pursuing some that have previously been announced.
During the review it became apparent that a number of the opportunities failed to deliver satisfactory results due to poor execution both internally and externally. The Company believe that the refocused strategy will overcome these issues in the future.
Among those agreements which are not being pursued are those involving the Milestone Foundation and Passion Project, the cloud-based virtual banking and pre-paid card agreement with two London-based finance and investment companies announced in April 2016, the agreement with an Indian focused money transfer and pre-paid card group announced in November 2016 and a payroll contract with a UK based entertainment payroll specialist announced in October 2016.
The Company is focussing its resources on the revised strategy of Blockchain focussed products in Fintech and Media as initially announced in September 2017. Recent developments in Media publishing include the recent signing of two clients and the ongoing joint venture agreement with Self Made as announced in March 2017.
With regards to the £1.25m placing default that occurred in October 2016, the Company continues to pursue the counterparty involved and hopes to make an announcement in the near future.
Tony Sanders, CEO commented:
“The past two months have been challenging as we have separated the social impact side of the business from the purely commercial side, taking the opportunity to review every element of the business structure and associated costs. We are now concentrating our efforts on our Blockchain based products within digital media and the Fintech sectors and are pleased to have signed the new agreement with Black Cactus to allow us to expand further into this market.
Since our initial announcement regarding our proposed use of Blockchain, interest in the area has grown significantly, we are pleased to be seen as an early adopter, and look forward to making further announcements regarding our capabilities in this area in the near future.
We are now looking to build a sales team to work with Guy Meyer, our new Business Development director to focus the sales and marketing effort in the two key business areas.
I would like to thank our shareholders for their continued confidence and patience during this period of reorganisation.”
For further information:
Milestone Group PLC
Tel: 020 7929 7826
Cairn Financial Advisers LLP, Nominated Adviser
Liam Murray/Sandy Jamieson
Tel: 020 7213 0880
Hybridan LLP, Broker
Claire Louise Noyce
Tel: 020 3764 2341
Walbrook PR Limited, PR
Gary Middleton / Paul Cornelius
Tel: 020 7933 8780