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Replacement - Update re GM & Resignation of Nomad

4 Feb 2016 07:00

RNS Number : 0182O
DQ Entertainment PLC
04 February 2016
 

The following announcement replaces the announcement released by DQ Entertainment plc on 3 February 2016 at 17.50 under RNS number 0112O. The title of the announcement has been changed to read "Update regarding requisition of general meeting and other matters and resignation of nominated adviser and broker". The rest of the announcement text is unchanged and is reproduced in full below.

 

4 February 2016

 

DQ Entertainment plc ("DQE" or the "Company")

 

Update regarding requisition of general meeting and other matters and resignation of nominated adviser and broker

 

The Board of DQE, a leading animation, gaming, live action entertainment production and distribution company, announces that the Company's AIM Nominated Adviser and Broker, Allenby Capital Limited ("Allenby Capital"), has served notice under the terms of the contract with the Company for its appointment as Nominated Adviser and Broker to the Company to terminate on 22 February 2016.

 

In accordance with the AIM Rules, the Company must appoint a new Nominated Adviser and Broker by no later than 23 February 2016 in order to avoid suspension of the Company's shares. The Company is currently in discussion with prospective Nominated Advisers and Brokers in order for their appointment to commence on or before 23 February 2016 and so to avoid suspension of the Company's shares on AIM. If a new Nominated Adviser is not appointed within one month of Allenby Capital ceasing to act, then admission to trading on AIM of the Company's shares will be cancelled.

 

In addition, further to the announcement on 27 October 2015 regarding the requisition of general meeting of the Company (the "General Meeting") to propose resolutions to appoint Anil Chintapalli and Suresh Chitturi as directors of the Company (the "Proposed Directors"), in order to satisfy the AIM Rules for Companies (the "AIM Rules"), due diligence has been underway on the Proposed Directors. Based on work undertaken to date, Allenby Capital has, at this time, not reached a satisfactory conclusion to its due diligence for the purposes of the AIM Rules for the appointment of one of the Proposed Directors to proceed and due diligence on the other is unlikely to be progressed until the appointment of a new Nominated Adviser. Allenby Capital has indicated to the board of DQE that should the General Meeting and appointment of the Proposed Directors proceed without Allenby Capital being satisfied with the due diligence, then Allenby Capital would have no choice but to immediately resign as Nominated Adviser, which, in the absence of a replacement Nominated Adviser, would lead to the immediate suspension in trading of the Company's shares on AIM. If the Company was unable to appoint a new Nominated Adviser within one month of such suspension, then admission to trading on AIM of the Company's shares will be cancelled.

 

It should be noted that, under the terms of the bonds issued by certain of the Company's subsidiaries and announced on 9 December 2014 (the "Bonds"), if the Company's admission to AIM is cancelled, an event of default would occur under the Bonds. In the event of such event of default, the bondholders could seek to accelerate their repayment or exercise their security thereunder. The Company is not in a position to repay the Bonds at the present time. As at the date of this announcement, approximately US$35 million has been drawn down under the Bonds.

 

In addition, the Company has received a letter from solicitors acting on behalf of parties requisitioning the General Meeting calling into question: i) the validity of the Company's annual general meeting held on 28 September 2015 and the resolutions passed; and ii) the Company's authority to issue the warrants announced on 1 February 2016 and allot shares pursuant to their exercise and suggesting that legal action may ensue. The Company believes that any legal proceedings are unfounded and will vigorously defend them. The Company is taking legal advice on this matter.

 

 

Enquiries:

 

DQ Entertainment plc

Tapaas Chakravarti - Chairman and CEO

Rashida Adenwala - Director Finance & Investor Relations

Tel: +91 40 235 53726

 

Allenby Capital Limited

Jeremy Porter / Alex Brearley

 

Tel: +44 (0)20 3328 5656

 

Buchanan

Mark Edwards/Robbie Ceiriog-Hughes

 

Tel: +44 (0)20 7466 5000

 

- Ends -

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
APPEADADEEAKEAF
Date   Source Headline
23rd Mar 20163:09 pmRNSReplacement Cancellation of Trading on AIM
23rd Mar 20162:15 pmRNSCancellation of Trading on AIM
25th Feb 201611:33 amRNSNotice of EGM and Posting of Notice
23rd Feb 20167:30 amRNSSuspension - DQ Entertainment Plc
16th Feb 20169:16 amRNSRequisition of General Meeting
12th Feb 20163:54 pmRNSIndian subsidiary Q3 financial results
5th Feb 20163:36 pmRNSDirector Shareholding
4th Feb 20167:00 amRNSReplacement - Update re GM & Resignation of Nomad
3rd Feb 20165:50 pmRNSUpdate re Requisition of GM & Change of Adviser
1st Feb 20167:00 amRNSFurther re bonds & proposed issue of warrants
11th Jan 20167:00 amRNSFurther re senior secured convertible bonds
8th Jan 20167:33 amRNSUpdate regarding senior secured convertible bonds
9th Nov 20153:13 pmRNSResults for the half year ended 30 September 2015
27th Oct 20158:25 amRNSUpdate on Requisition of General Meeting
9th Oct 201510:53 amRNSDQE & Ellipsanime - Co-Production Agreement
8th Oct 201512:26 pmRNSDQE Partnership Agreement
30th Sep 20157:00 amRNSRequisition of General Meeting
28th Sep 20151:58 pmRNSResult of AGM
14th Sep 201512:42 pmRNSBoard Change
8th Sep 20154:34 pmRNSNotice of AGM and Posting of Annual Report
13th Aug 20152:51 pmRNSIndian subsidiary financial results for Q1 2015
31st Jul 201510:21 amRNSAppointment of Non-Executive Director
3rd Jun 201510:51 amRNSHolding in Company
28th May 20157:00 amRNSFinal results for the year ended 31 March 2015
26th May 20153:39 pmRNSDirectorate Change
12th May 201512:59 pmRNSNotification Of Major Interest In Shares
7th May 201511:38 amRNSNOTIFICATION OF MAJOR INTEREST IN SHARES
16th Feb 20157:00 amRNSProduction Agreement
16th Feb 20157:00 amRNSQ3 subsidiary results
11th Feb 20159:11 amRNSHolding in Company
9th Dec 20147:00 amRNSIssue of up to US$50m bonds by DQE Mauritius
14th Nov 20147:01 amRNSResults for the half year ended 30 September 2014
13th Nov 20147:00 amRNSDQE launches two YouTube channels
16th Oct 201412:56 pmRNSCo-production Agreement
2nd Oct 20147:00 amRNSCiwen Media Group Acquisition Deal
26th Sep 20142:26 pmRNSViacom18 Licence Deal
22nd Sep 20142:09 pmRNSOutcome of AGM
5th Sep 20144:36 pmRNSFurther re AGM Notice
26th Aug 20148:37 amRNSNotice of AGM & Posting of Annual Report
18th Aug 20147:00 amRNSIndian subsidiary quarterly results
5th Aug 20147:00 amRNSNew TV deals for Lanfeust Quest
11th Jun 20144:09 pmRNSDirectorate Change
2nd Jun 20149:05 amRNSFinal results for the year ended 31 March 2014
6th May 201410:40 amRNSDQ Entertainment concludes new deals at Cannes
17th Feb 20147:00 amRNSIndian subsidiary financial results
20th Jan 20148:12 amRNSMethod Animation Corporate Reorganisation
21st Nov 20139:11 amRNSNew Production Contract
18th Nov 20136:31 pmRNSReplacement Interim Results
18th Nov 20137:00 amRNSInterim Results
23rd Oct 20137:00 amRNSNew contracts in Q2 & from MIPCOM 2013, Cannes

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