Parkmead Regulatory News (PMG)

16 Feb 2006 07:01

Interregnum PLC16 February 2006 16th February 2006 Interregnum plc ("Interregnum") Proposed Acquisition and Capital Raising Further to its announcement on the 30th January 2006, the Board of Interregnumplc is updating shareholders on progress made in connection with a potentialacquisition and proposed fundraising. This update is ahead of an EGM on Tuesday 21 February that is seeking, interalia, approval from shareholders to increase the authorised share capital of theCompany and to empower the Directors to issue shares. Proposed capital raising Subject, amongst other things, to obtaining shareholder approval at the EGM, theBoard has raised a total of £10 million (before expenses) via a placing of151,515,152 shares ("Placing") with institutional investors at a share price of6.6 pence to increase the capital base of the company. Terms have been agreed to acquire Quayside Ltd The Board has agreed the terms on which it proposes to acquire 100 percent ofthe issued share capital of Quayside Corporate Services Limited ("Quayside") inconsideration for the issue of 90,909,091 new Interregnum shares and a cashamount equal to the net assets of Quayside at 28 February 2006. Theconsideration shares would represent 27.1 per cent. of the enlarged issued sharecapital of Interregnum following completion of the Placing and the acquisition.The acquisition of Quayside will be conditional, amongst other things, on theapproval by shareholders of the resolutions to be proposed at the EGM and uponcompletion of the Placing. The Board expects the sale and purchase contract tobe signed prior to the EGM taking place. For the year ended 31 December 2005, Quayside generated revenues of £2.0 millionand profit after tax of £0.66 million. Quayside was established in 1999. It specializes in the restructuring andturnaround of businesses. To date it has worked on over 120 cases and has 33live programmes underway at the moment with over £250 million of funds managed. Quayside is led by David Mills, Managing Director (who will join the Board ofInterregnum following completion of the acquisition) supported by SandraThomson, Head of Leisure, Michael Bancroft, Head of Media & Fashion, ChrisLangridge, Head of Finance and Audit and Chris Marks, Head of Engineering/Manufacturing. The Directors of Interregnum believe that Quayside will provide it with accessto a strong pipeline of prospective advisory and investment transactions. Following completion of the acquisition of Quayside, and the satisfaction of theother conditions precedent (principally the obtaining of the necessary consentsfrom the FSA relating to the deemed changes of control of Interregnum),application will be made for the 242,424,243 ordinary shares to be issuedpursuant to the acquisition of Quayside and the Placing to be admitted totrading on AIM. Dealings are currently expected to commence in the new ordinaryshares on 22 February 2006. Niall Doran, Chief Executive of Interregnum plc said, 'These intended actions are designed to support Interregnum in its strategic aimto expand its principal finance and syndicated finance investment activities andto execute higher-value corporate finance transactions.' Enquiries Interregnum plc 020 7494 3080Niall Doran (Chief Executive) Madano Partnership (PR to Interregnum) 020 7593 4000Toby Wilkinson/Matthew Moth Notes The EGM of the Company will be held at 22-23 Old Burlington Street, London W1S2JJ on Tuesday 21st February 2006 at 12 noon. Copies of the circular that hasbeen sent to shareholders are available to the public until 28 February 2006 atthe offices of Seymour Pierce at Bucklersbury House, 3 Queen Victoria Street,London EC4N 8EL. This information is provided by RNS The company news service from the London Stock Exchange