Chamberlin Plc Regulatory News (CMH)

23 Oct 2006 15:58

AIM23 October 2006 ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH AIM RULE 2 ALL APPLICANTS MUST COMPLETE THE FOLLOWING: COMPANY NAME: Chamberlin & Hill plc COMPANY ADDRESS: Chuckery Foundry, Walsall COMPANY POSTCODE: WS1 2DU COUNTRY OF INCORPORATION: England and Wales COMPANY BUSINESS OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTMENT STRATEGY TO BE DISCLOSED INACCORDANCE WITH SCHEDULE 2, PARAGRAPH (J) OF THE AIM RULES: Chamberlin & Hill plc is a foundry and engineering group providing specialised castings and safety / security productsto a wide variety of industries DETAILS OF SECURITIES TO BE ADMITTED (i.e. where known, number of shares, nominal value and issue price to which itseeks admission and the number and type to be held as treasury shares): 7,415,658 ordinary shares of 25 pence each CAPITAL TO BE RAISED ON ADMISSION: N/A FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS: Thomas Henry Phelps Brown (Non-Executive Chairman) Timothy Melville Hair (Chief Executive Officer) Simon Charles Duckworth (Finance Director) Adam Vicary (Foundry Operations Director) Francis Keith John Jackson (Non-Executive Director) Nicholas Christopher Dwelly Kuenssberg (Non-Executive Director) PERSON(S) INTERESTED IN 3% OR MORE OF THE ISSUER'S CAPITAL, EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITALBEFORE AND AFTER ADMISSION: Shareholder Percentage of Issued Share Capital HeldRights and Issues Investment Trust PLC 13.48 %Brewin Dolphin Securities 7.99 %Henderson Global Investors 7.69 %Schroder Institutional UK Smaller Companies Fund 7.43 %Discretionary Unit Fund 6.74 %Framlington Monthly Income Unit Trust 5.39 %Perfect Assets Ltd 3.71 %Morgan Stanley Quilter 3.02 % NAMES AND ADDRESSES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: N/A ANTICIPATED ACCOUNTING REFERENCE DATE: 31 March EXPECTED ADMISSION DATE: 23 November 2006 NAME AND ADDRESS OF NOMINATED ADVISER: Teather & Greenwood Limited, Beaufort House, 15 St Botolph Street, London, EC3A 7QR NAME AND ADDRESS OF BROKER: Teather & Greenwood Limited, Beaufort House, 15 St Botolph Street, London, EC3A 7QR DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THISWILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: N/A DATE OF NOTIFICATION: 23 October 2006 NEW/ UPDATE (see note): NEW QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING: THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED: Main Market of the London Stock Exchange plc THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED: 1946 (London Stock Exchange plc records only date back to 25 March 1973) CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORYREQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET: Confirmed AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LASTTWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE: http://www.chamberlin.co.uk DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITSINVESTMENT STRATEGY: As set out in the circular to shareholders dated 20 September 2006, following the placing with institutional investorsof the Bather family's shareholding in the Company which was announced in December 2005 and the subsequent changes inboard composition, the Company is now entering a new strategic era. The Company's current strategy is to maintain its position as a foundry and engineering group providing specialisedcastings and safety / security products to a wide variety of industries and to maintain the standards of reporting andcorporate governance which the Company has maintained to date on the Official List of the UKLA. Following admission, the Company will continue to focus on its strategy of achieving profitable growth both organicallyand through acquisition. A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THEEND OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED: At the Company's annual general meeting in July this year, the Company warned shareholders that cost increases sufferedin recent months would mean a lower first half year result than in the previous year. Since then increased costs of energy and raw materials have continued to put pressure on foundry margins and demand forheavy castings has not recovered as expected. The operating performance of both foundry businesses has also beenadversely affected by the previously announced restructuring programmes, while central costs have been temporarilyinflated by recruitment to strengthen both operational and group management. These factors have combined to reduce thefirst half year results further. Although adjustments to selling prices and other actions are expected to deliver improvements in the second half of theyear, the directors now anticipate that the full year results will fall short of the level achieved in the last twoyears. The directors believe that the trend of the second half will continue into the next financial year, when an improvedperformance is anticipated. A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT ORITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION: The directors of Chamberlin & Hill plc have no reason to believe that the working capital available to the Company willbe insufficient for at least twelve months from the date of its admission to AIM. DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES: N/A A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES: CREST A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES: http://www.chamberlin.co.uk/transfertoAIM INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC: http://www.chamberlin.co.uk/transfertoAIM A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIALYEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND FULLY AUDITED INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTSMUST BE PREPARED ACCORDING TO UK OR US GAAP OR INTERNATIONAL ACCOUNTING STANDARDS: http://www.chamberlin.co.uk/transfertoAIM THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: N/A This information is provided by RNS The company news service from the London Stock Exchange