5 Dec 2012 15:00
5 December 2012
THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, JAPAN, THE REPUBLIC OF IRELAND OR THE REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL
Monitise plc
Publication of Circular and Notice of General Meeting
Monitise (LSE: MONI) ("Monitise" or the "Company") confirms that a circular including a notice convening a general meeting of the Company (the "General Meeting") has today been published and posted to shareholders and is available for download on Monitise's website at http://www.monitisegroup.com/investor_relations/reports
The General Meeting will be held at the offices of FTI Consulting, 26 Southampton Buildings, Holborn Gate, London WC2A 1PB, at 10.00 a.m. on 21 December 2012.
On 3 December 2012, Monitise announced that it had agreed with Canaccord Genuity Limited ("Canaccord") to place firm 114,116,135 new ordinary shares of 1p each ("New Ordinary Shares") at a price of 30 pence per share (the "Placing Price") with certain institutional investors on a non pre-emptive basis to raise £34.2 million of gross proceeds (the "Firm Placing"). The 114,116,135 Firm Placing Shares will be placed within the existing authorities granted to the Directors.
In addition to the Firm Placing, Monitise announced on 4 December 2012 that it had successfully placed a further 219,217,198 New Ordinary Shares at the Placing Price with institutional investors on a non pre-emptive basis to raise an additional £65.8 million of gross proceeds (the "Conditional Placing"), of which £15.8 million is being underwritten by Canaccord. The Conditional Placing is conditional, inter alia, on shareholder approval at the General Meeting.
About Monitise
Monitise plc (LSE: MONI) is a leading technology and services company that delivers mobile banking, payments, and commerce networks worldwide. Monitise enables financial institutions and other payments companies to defend and extend their market position by protecting their existing customer relationships and transactions while enabling new forms of mobile commerce revenue.
Monitise powers bank-grade solutions that are delivered on premise, or via cloud services. The value of payments and transfers initiated via Monitise's technology platform is more than US$25bn on an annualised basis. Monitise has a global reach and unique set of partners and clients using its completely adaptable platform. More information is available at www.monitise.com
For further information
Monitise plc Tel: +44(0)203 657 0900
Duncan McIntyre, Chairman
Alastair Lukies, Chief Executive Officer
Lee Cameron, Chief Commercial Officer
Mike Keyworth, Chief Operating Officer
Investor Relations Tel: +44(0)203 657 0366
Haya Herbert-Burns
Haya.herbert-burns@monitise.com
Media Relations
Gavin Haycock Gavin.haycock@monitise.com
Canaccord Genuity Limited Tel: +44(0)20 7523 8000
Simon Bridges
Cameron Duncan
FTI Consulting Tel: +44(0)20 7831 3113
Charles Palmer
Jon Snowball
IMPORTANT NOTICE
This announcement has been issued by, and is the sole responsibility of, Monitise. No person has been authorised to give any information or to make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied on as having been authorised by the Company or Canaccord Genuity Limited.
This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities of the Company in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any such securities. In particular, this announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Members of the public will not be eligible to take part in any placement of the securities of Monitise described herein.
Any securities of Monitise described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "US Securities Act"), or under the securities laws of any state of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act.
Furthermore, the securities of Monitise described in this announcement have not been and will not be registered under the applicable laws of any of Canada, Australia, New Zealand, Japan, the Republic of Ireland or the Republic of South Africa and, consequently, may not be offered or sold to any national, resident or citizen thereof.
The distribution of this document in or into jurisdictions other than the United Kingdom may be restricted by law and therefore any person who is subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe such restrictions. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. Subject to certain exceptions, this document is not for release publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, New Zealand, Japan, the Republic of Ireland, the Republic of South Africa or any jurisdiction where to do so might constitute a violation of local securities laws or regulations.
Canaccord Genuity Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as Nominated Adviser and broker to Monitise for the purposes of the AIM Rules for Companies and the AIM Rules for Nominated Advisers in connection with any placement of the securities of Monitise described herein and admission of such securities and is not acting for, and will not be responsible to, any person other than Monitise for providing the protections afforded to customers of Canaccord Genuity Limited or for advising any other person on any transaction or arrangement referred to in this announcement.