22 Feb 2013 07:00
MIRADA PLC - Placing and capitalisation of certain liabilitiesMIRADA PLC - Placing and capitalisation of certain liabilities
PR Newswire
London, February 21
mirada plc, the AIM-quoted audiovisual interaction specialist, is pleased toannounce the completion of an equity placing and a capitalisaton of certaincreditor and loan note balances totalling, in aggregate, £1,469,509.70. Theplacing raised gross proceeds of £1,014,000 by the issue of 10,140,000 newordinary shares of 1p each at a placing price of 10 pence ("the Placing"). Inaddition, certain creditors have agreed to capitalise, in aggregate, £185,509.70 into 1,855,097 new ordinary shares of 1p each, credited as fullypaid at 10 pence per share and a loan note holder has agreed to convert £270,000 of their convertible loan notes into 2,700,000 new ordinary shares of1p each, credited as fully paid at 10 pence per share (the "Capitalisation")(together "the Transaction").
The Transaction will help strengthen the Company's balance sheet with the netfunds raised from the Placing to be used for working capital purposes, forongoing investment in product development and to reinforce mirada's presence inLatin America.
Under AIM Rule 13 the participation in the Capitalisation by Richard Alden(Non-Executive Chairman) and Francis Coles (Non-Executive Director), who aresubscribing 626,667 new ordinary shares and 183,613 new ordinary sharesrespectively, are related party transactions for the purposes of the AIM Rules.José Luis Vázquez, Javier Casanueva and Rafael Martín Sanz consider, havingconsulted with Seymour Pierce, that the terms of Richard Alden and FrancisColes participations in the Capitalisation are fair and reasonable insofar asthe Shareholders are concerned.
Following the Placing and the Capitalisation, Richard Alden and Francis Coleswill have an interest in the following ordinary shares in the Company:
Number of Number of Percentage of Transaction shares enlarged issued Shares following share capital of Transaction CompanyRichard Alden 626,667 1,080,080 2.15%Francis Coles 183,613 572,486 1.14%As part of the Placing, Baring Iberia II Inversion En Capital F.C.R. ("Baring")subscribed for new ordinary shares and has an interest in the followingordinary shares in the Company:
Number of Number of Percentage of Placing shares enlarged issued Shares following share capital of Placing CompanyBaring 2,241,500 8,535,015 17.01%Javier Casanueva (Non-Executive Director) is a partner of Baring. Under AIMRule 13 the participation in the Placing by Baring, who are subscribing for2,241,500 new ordinary shares, are related party transactions for the purposesof the AIM Rules. José Luis Vázquez, Richard Alden, Francis Coles and RafaelMartín Sanz consider, having consulted with Seymour Pierce, that the terms ofBaring's participation in the Placing is fair and reasonable insofar as theshareholders are concerned.
As part of the Capitalisation, £270,000 of the secured 10% convertible loannote ("Convertible Loan") is being converted into 2,700,000 new ordinary sharesin the Company. Following this conversion the outstanding balance owed inrelation to the Convertible Loan is £1,150,000. In addition, the Company hascome to an agreement with all Convertible Loan holders to introduce a minimumconversion price of 10p for all future conversions.
Application has been made to the London Stock Exchange for admission of the14,695,097 new ordinary shares to be issued pursuant to the Placing and theCapitalisation to be admitted to trading on AIM. Admission is expected to occuron 27 February 2013.
For the purposes of the Disclosure and Transparency Rules, mirada's totalissued share capital following the issue of the 14,695,097 new ordinary sharesconsists of 50,177,793 ordinary shares of 1 penny each.
The above figure may be used by shareholders as the denominator for thecalculations by which they will determine if they are required to notify theirinterest in, or a change to their interest in, mirada, under the Disclosure andTransparency Rules.Enquiries:mirada plc +44 (0) 207 549 5678José Luis Vázquez, CEOSeymour Pierce +44 (0) 207 107 8000Mark Percy (Corporate Finance)David Banks (Corporate Broking)Peterhouse Corporate Finance (Joint Broker) +44 (0) 207 469 0937Jon LevinsonBishopsgate Communications +44 (0) 207 562 3350Nick Rome/Sam Allen/ Matthew Lowmirada@bishopsgatecommunications.comAbout mirada
mirada creates and manages services for digital TV platforms and broadcasterswhich enable consumers to interact with and purchase digital content ontelevision, mobile, online and bespoke devices. mirada's products and solutionsare used worldwide to deliver interactive TV, Video on Demand, digitalmarketing and payment services. Its products and services have been deployed bysome of the biggest names in digital media and broadcasting including Sky,Virgin Media, BBC, ITV, France Telecom and Telefónica. Headquartered in London,mirada has commercial offices across Europe and Latin America and operatestechnical centres in the UK and Spain. For more information, visitwww.mirada.tv.