Gresham Regulatory News (GHT)

3 December 2013

Gresham Computing plc("Gresham" or "the Company" or "the Group")CTC contract win and placing to raise £3 million

Gresham Computing plc, the specialist provider of software based solutions that enable customers to achieve real-time financial certainty in transaction and cash management, is pleased to announce a CTC contract win, and that it has raised £3 million (£2.9 million net of expenses) through a firm placing to accelerate the commercialization of CTC.

CTC contract win

We announce today that one of the UK's largest and longest established investment houses has purchased CTC for real-time matching and reconciliation in their buy-side business.

£3 million Placing

We announce the successful completion of a firm placing to raise £3 million (£2.9 million net of expenses) through the issue of 2,400,000 New Ordinary Shares at a price of 125p per share to certain institutional investors. The majority of the net proceeds will be used to accelerate the commercialization of CTC through new investment in: acceleration of CTC development, strengthening of our global sales operations (including new sales offices and staff in North America and Singapore) and further enhancing our existing global CTC support infrastructure. The balance of the placing proceeds will be held as working capital to strengthen the balance sheet as we continue to grow our global CTC customer base.

Outlook

Our outlook remains strong, with a good mix of new CTC sales opportunities at an advanced stage that we expect to strengthen our growing customer base in the remainder of 2013 and beyond. We expect that the existing order book and current momentum with CTC wins will allow us to maintain our trading expectations for 2014, notwithstanding the new costs associated with the investments outlined above.

Ken Archer, Chairman of Gresham, commented:

"I am delighted with the progress we have made in commercializing CTC with a growing list of high quality customer wins, increasing market demand and a range of exciting new opportunities for CTC on the horizon. With clear indicators that our strategy has been successful, it is the right time to secure our position and accelerate growth through further investment."

Further information concerning the Placing

The Company announces that it has conditionally raised £3 million (£2.9 million net of expenses) through the firm placing of 2,400,000 New Ordinary Shares (the "Placing Shares") at a placing price of 125p per New Ordinary Share with institutional investors. Certain of the placing shares have been placed with Kestrel Partners LLP ("Kestrel") which is deemed to be a related party under the Listing Rules. The placing of New Ordinary Shares with Kestrel is classified as a smaller related party transaction for the purposes of the Listing Rules. Subject to certain information, confirmations and undertakings being given to the FCA, smaller related party transactions do not require shareholder approval under the Listing Rules.

The Placing Shares represent approximately 3.97% of the Enlarged Share Capital and the placing price is at a 4.2% premium to the mid-market closing price on 2 December 2013 of 120p per share, being the latest practicable date prior to the date of this announcement.

The Company has sufficient authorities in place to issue the 2,400,000 New Ordinary Shares (the "Placing") and as such, the Placing is not conditional on Shareholder approval. The net proceeds of the Placing will be used primarily to accelerate the commercialization of CTC as described in more detail above.

The Placing is conditional, inter alia, upon Admission. The Placing Shares will, on Admission, be credited as fully paid and will have the same rights in all respects with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared.

Application will shortly be made to the UK Listing Authority for the Placing Shares to be admitted to the premium segment of the Official List and to the London Stock Exchange for the Placing Shares to be admitted to trading on the main market for listed securities. It is expected that Admission will be effective and trading will commence at 8:00 am on 6 December 2013.

Immediately following Admission, the Company will have 60,535,978 Ordinary Shares in issue. The Company currently holds no shares in treasury, the total number of voting rights in the Company will therefore be 60,535,978 and this figure may therefore be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

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