Xplorer Capital Growth I, LLC reached an agreement to acquire Cloudcall Group plc (AIM:CALL) for £39.9 million from Herald Investment Management Limited, Burgundy Asset Management Ltd., Goudy Park Management, Llc and others on December 9, 2021. Under the agreement, Xplorer Capital Growth will acquire shares at £0.815 per share. The Cash Consideration payable by Xplorer Capital under the terms of the Acquisition will be funded from the existing cash resources of Xplorer Capital. Peter Simmonds, Carl Farrell and Sophie Tomkins have tendered their resignations and have stepped down from the CloudCall Board. Simon Cleaver and Paul Williams remain on the CloudCall Board. The deal is approved by Board of Cloudcall Group and subject to approval from court, shareholders as well. Upon the delisting and cancellation of admission to trading of the CloudCall Shares on the London Stock Exchange's AIM market, the CloudCall Shares will no longer trade in the over-the-counter market in the United State. Xplorer has received investor undertakings for 23.9% of Cloudcall Group plc capital. The CloudCall Directors who hold CloudCall Shares have irrevocably undertaken to vote in favour of the resolutions relating to the Acquisition at the Meetings in respect of 1,331,153 CloudCall Shares in aggregate, representing approximately 2.8% of CloudCall's issued share capital. Xplorer Capital has received letters of intent to vote in favour from Herald Investment Management Limited, Burgundy Asset Management Ltd and Goudy Park Management, LLC, in respect of a total of 10,133,301 CloudCall Shares, representing in aggregate approximately 21.1%. As on January 17, 2022, requisite majority of Scheme Shareholders voted in favour of the resolution to approve the Scheme and the requisite majority of CloudCall Shareholders voted to pass the Special Resolution at Court and general meeting. On January 24, 2022, CloudCall announced that the High Court of Justice of England and Wales had sanctioned the Scheme and following the delivery of a copy of the Court Order to the Registrar of Companies. Transaction is expected to be effected on January 26, 2022.

Norton Rose Fulbright LLP is acting as legal adviser and Simon Bridges, James Asensio, Thomas Diehl and Gordon Hamilton of Canaccord Genuity Limited acted as financial to CloudCall and Richard Smith, Lisa Wright and Phil Linnard of Slaughter and May is acted as legal adviser and James Britton, Oliver Jackson and James Smith of Peel Hunt acting as financial advisor to Xplorer Capital.

Xplorer Capital Growth I, LLC completed the acquisition of Cloudcall Group plc (AIM:CALL) from Herald Investment Management Limited, Burgundy Asset Management Ltd., Goudy Park Management, Llc and others on January 26, 2021. CloudCall Shares on the London Stock Exchange's AIM market was suspended with effect from approximately 7.30 a.m. on January 26, 2022. An application has been made to the London Stock Exchange in relation to the cancellation of the admission to trading of CloudCall Shares on the London Stock Exchange's AIM market which is expected to take effect by January 27, 2022.