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RNS Number : 3096M imJack PLC 20 May 2010 imJack plc (AIM: IMJ) ("The Company") Board Changes Publication of Circular Proposed placing of Ordinary Shares to raise £1.0 million Issue of Convertible Loan Stock to raise £0.2 million Proposed acquisition of John Devonshire Connect Limited Proposed acquisition of Tellbrook Limited Conversion of Directors' Loans to be capitalised into equity Conversion of debts owed to certain creditors to be capitalised into equity Approval of waiver of obligations under Rule 9 of the City Code on Takeover and Mergers Notice of General Meeting Change of Nominated Adviser imJack plc ("imJack" or the "Company"), the digital educational secure networking business is pleased to announce that, further to the announcement made by the Company on 11 January 2010 in respect of the suspension of trading in its ordinary shares (the "Ordinary Shares") on AIM as a result of the financial uncertainty of the Company, it proposes to raise £1.2 million in aggregate, by means of a proposed placing (the "Placing") of 66,666,667 new Ordinary Shares at a price of 1.5 pence per new Ordinary Share (the "Placing Price") and the issue of convertible loan stock (the "Convertible Loan Stock") to raise £0.2 million. The Company is also pleased to announce the appointment of Mr Jeffrey Morris as interim Chief Executive Officer, with immediate effect. Further details in respect of Mr Morris pursuant to the AIM Rules are set out below in addition to the announcement of further board changes. The directors expect to strengthen the board in the near future through the appointment of a non-executive director following completion of the proposals set out below. Furthermore, the Company has today entered into conditional agreements for the acquisition of John Devonshire Connect Ltd ("JD Connect") and Tellbrook Ltd ("Tellbrook"), the conversion of certain loans into Ordinary Shares, the conversion of certain outstanding creditor balances into Ordinary Shares which together with the Placing and other arrangements as set out below will be collectively described as the Proposals. To summarise, the Proposals comprise the following: · Placing of new Ordinary Shares to raise £1.0 million; · The issue of the Convertible Loan Stock to raise £0.2 million; · The acquisition of JD Connect, the exclusive reseller of the ImJack technology platform; · The acquisition of Tellbrook which owns the core underlying Intellectual Property ("IP") of the business; · The conversion of £1,065,000 of loans from Jeffrey Morris and connected parties into equity through the issue of 71,00