Crucible Gold (ASX: CUG) has positioned itself for a transformative change into the cloud-sector, after entering into a binding term sheet with Dubber Pty Ltd, which has developed a cloud-based voice recording software.
Pursuant to the Term Sheet, Crucible will provide funding to Dubber, with the funds used for the commercialisation of Dubber’s software.
If the commercialisation proves successful, Crucible will have the right to buy all of the issued capital of Dubber in consideration for Crucible shares.
Prior to the exercise of the Option, Crucible will conduct a placement at an issue price of $0.20 each to raise $3,000,000, followed by a 2 for 1 rights issue at an issue price of $0.025.
The transaction is subject to mutual due diligence, shareholder and regulatory approvals; and if completed, Crucible will change its name to reflect the business and branding of Dubber.
The Dubber technology suite provides call recording and audio asset management in the cloud and will be available across all devices.
Benefits include immediate access to the call recording at any time from any location, and the ability to asset manage and utilise recordings within existing enterprise systems.
This has become the norm for other forms of content, but largely not for voice recording.
The technology is applicable to consumer, SME and enterprise markets and has been successfully deployed with currently 479 subscriptions since soft launch in late January 2014.
The browser-based technology will include cheap IP based telephone calls/recording and a ‘freemium’ to subscription business model.
It is available in a scalable enterprise platform with promising early domestic sales and a plan to immediately internationalise through large system integration firms and resellers in targeted markets.
Crucible will provide an initial $500,000 of funding via convertible notes which may result in Crucible owning up to 7.5% of Dubber.
The Option may be exercised at any time in the period up to 90 days from 24 April 2014.
If the Option is exercised, completion of the acquisition is subject to conditions precedent, including:
- mutual due diligence by the parties (to be completed within 30 days of execution of the Term Sheet); and
- the parties obtaining all necessary shareholder and regulatory approvals and consents to implement the acquisition, including approval under Chapter 11 of the ASX Listing Rules, which will require re-compliance with Chapters 1 and 2 of the ASX Listing Rules.
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