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30 Sep 2009 07:00
30 September 2009
Augean plc ("Augean" or the "Company")
Fundraising of £13 million
Augean, a major player in the UK' hazardous waste management market, is pleased to announce the placing of 34,210,522 new ordinary shares of 10 pence each ("New Ordinary Shares") at 38 pence per New Ordinary Share (the "Placing Price") with existing and new institutional investors to raise approximately £12.2 million, net of expenses (the "Fundraising"). The New Ordinary Shares represent 34.3 per cent. of the enlarged issued share capital of Augean. The Placing Price represents a discount of 17.4 per cent. to the Augean closing share price on 29 September.
The new funds will primarily be used to reduce the Company's overall indebtedness and to provide additional working capital for Augean going forward as the Company enters new markets.
Commenting on the successful Fundraising, Paul Blackler, Chief Executive of Augean said:
"We are pleased with and grateful for the strong support we have received from our existing shareholders and from new institutional investors. The support demonstrates the compelling growth prospects in the underlying Augean business."
"The new capital ensures that Augean is in a strong position to renegotiate banking facilities in due course and is well equipped to benefit from market recovery from the economic downturn."
Fundraising structure
The Fundraising, which has been underwritten by Singer Capital Markets Limited, has been effected by a conditional placing under a cash box structure. The New Ordinary Shares will, when issued and fully paid, rank pari passu in all respects with the existing issued ordinary shares of the Company.
The Fundraising consists of two tranches, each conditional upon admission to trading on AIM, a market of the London Stock Exchange and upon the placing agreement having become unconditional and not being terminated (as regards that tranche). The first tranche consists of 21,052,626 New Ordinary Shares (the "First Tranche"), for which admission to trading has been sought, and it is expected that dealing in those New Ordinary Shares will commence on 6 October 2009. The second tranche consisting of 13,157,896 New Ordinary Shares (the "Second Tranche") is subject to shareholder approval which is being sought at a general meeting on or around 19 October, with admission expected on or around 22 October. A circular will be sent to shareholders shortly.
Following the Fundraising, the Company will have 99,699,414 shares in issue.
Directors' Participation
The Directors have agreed to subscribe for a pro rata allocation in the Fundraising which aggregates to £0.1 million for 299,063 New Ordinary Shares at the Placing Price. The beneficial and non-beneficial interests of the Directors following the Fundraising are set out below:
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Current interest
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Interest after the Fundraising
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Director
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Number of Ordinary Shares
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Percentage of Issued Ordinary Share Capital
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Number of Ordinary Shares acquired in the Placing
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Number of Ordinary Shares
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Percentage of
Issued Ordinary Share Capital
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David Williams
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480,000
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0.73
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250,744
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730,744
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0.73
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Peter Southby
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15,000
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0.02
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7,834
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22,834
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0.02
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Roger McDowell
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60,000
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0.09
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31,342
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91,342
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0.09
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Andrew Bryce
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7,500
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0.01
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3,919
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11,419
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0.01
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Rory Macnamara
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10,000
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0.02
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5,224
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15,224
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0.02
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Company Projections
Due to the lack of publicly available projections for the financial performance of Augean the management team of the Company has been presenting projections for the financial years 2010 and 2011 as part of the marketing process for the Fundraising. These summary projections are set out in the table below:
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2010
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2011
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£'m
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£'m
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Net revenue
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34.2
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36.5
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EBITDA
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8.8
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10.3
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PBT
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3.4
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7.3
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Free cash flow
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2.2
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4.7
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Related party transaction
JO Hambro, being the Company's second largest shareholder, is participating in the Fundraising which is deemed to be a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. The Directors consider, having consulted with the Company's Nominated Adviser, Singer Capital Markets Limited, that the terms of the Fundraising are fair and reasonable insofar as the shareholders of the Company are concerned.
For further information please contact:
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Augean plc
Paul Blackler, Chief Executive
Peter Southby, Finance Director
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01937 844 980
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Singer Capital Markets Limited
Shaun Dobson
Claes Spång
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020 3205 7500
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Financial Dynamics
Billy Clegg
Edward Westropp
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020 7269 7157
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Singer Capital Markets Limited, which is authorised and regulated by the Financial Services Authority in the United Kingdom, is acting exclusively for Augean and no one else in connection with matters described in this announcement and will not be responsible to anyone other than Augean for providing the protections afforded to clients of Singer Capital Markets Limited nor for providing advice in relation to matters described in this announcement.
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