Digitalbox Regulatory News (DBOX)

4 June 2014

Polemos plc (the "Company")

Placing 

Polemos plc is pleased to announce that it has raised £650,000, before expenses, by way of a placing of 650,000,000 new Ordinary Shares ("Placing Shares") at a subscription price of 0.1 pence per Placing Share ("the Placing").

The Placing Shares have been placed unconditionally, save as to their Admission. Application has been made for admission of the Placing Shares to trading on AIM and admission is expected to take place on or around Tuesday 10 June 2014.

The proceeds of the Placing will be used to strengthen the Company's balance sheet, for working capital and for deployment in accordance with the Company's investment policy.

The issue of the Placing Shares is to be effected by way of a cashbox placing. The Company will allot and issue the Placing Shares on a non-pre-emptive basis to the placees in consideration for Fieldview Nominees Limited transferring its holdings of ordinary shares and redeemable preference shares in Polemos (Jersey) Limited to the Company. Accordingly, instead of receiving cash as consideration for the issue of Placing Shares, at the conclusion of the Placing the Company will own the entire issued share capital of Polemos (Jersey) Limited whose only asset will be its cash reserves, which will represent an amount approximately equal to the net proceeds of the Placing.

The Placing is not a rights issue or open offer and the Placing Shares will not be offered generally to shareholders on a pre-emptive basis. The Directors believe the extra cost and delay involved in a rights issue or open offer would not be in the best interests of the Company in the circumstances and, accordingly, the Board considers that it is in the best interests of the Company and shareholders as a whole for the funds to be raised through the Placing.

The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing issued ordinary shares of 0.01 pence per share in the capital of the Company ("Ordinary Shares"), including the right to receive all dividends and other distributions declared, made or paid in respect of such Ordinary Shares after the date of issue of the Placing Shares.

The Placing Shares will together represent approximately 62.7 per cent. of the Company's enlarged issued share capital and the total number of shares in issue following completion of the Placing will be 1,036,907,464.

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