28 May 2009 07:05
NOT FOR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IF TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH JURISDICTION
Rotala plc
("Rotala" or "the Company")
Placing of 1,112,500 ordinary shares at 40 pence per share
and
Repurchase of £400,000 nominal value loan notes at a discount and cancellation of 600,000 outstanding warrants
The Company is pleased to announce that it has raised £445,000 (gross) through the placing of 1,112,500 new ordinary shares at 40 pence per ordinary share with certain existing shareholders. The proceeds will be utilised to facilitate the repurchase of £400,000 nominal value loan notes and 600,000 warrants over ordinary shares for an aggregate price of £335,000, with the balance of the proceeds being utilised to augment the Company's working capital.
On 20 January 2006, Rotala issued £800,000 nominal value loan notes and 600,000 warrants to Central Parking System of UK Limited ("CPS"), in connection with the acquisition of the Flights Group at that time. Of these instruments £400,000 nominal value loan notes and the 600,000 warrants are still outstanding. The loan notes attract interest at a rate of 4 per cent. per annum, payable annually and are repayable by the Company in tranches on 31 January 2010 and 2011. The 600,000 warrants are convertible into ordinary shares at 37.5 pence per ordinary share up to 23 December 2010. CPS has agreed to accept £335,000 as consideration for the repurchase of the remaining £400,000 nominal value loan notes and the 600,000 warrants, which will be cancelled.
Following completion of the placing, the Directors and other Significant Shareholders will, so far as the Company is aware, have the following interests in ordinary shares:
| Name of Director or Shareholder | Ordinary shares held (excluding options) immediately following the placing | Percentage of issued share capital as enlarged by the placing | Options and warrants |
| | | | |
| John Gunn 1,2,3 | 6,946,763 | 25.5 | 390,850 warrants and 400,000 options |
| Geoffrey Flight 4 | 1,302,833 | 4.8 | 121,579 warrants and 220,000 options |
| The Dunn Family 5 | 1,055,462 | 3.9 | 322,710 warrants and 845,000 options |
| Link Traders (Aust) Pty Ltd | 1,050,000 | 3.9 | - |
| Graeme Peacock | 875,000 | 3.2 | - |
| Susan Tobbell | 875,000 | 3.2 | |
| Michael Samuel | 375,000 | 1.4 | 123,456 warrants |
| Kim Taylor | 322,500 | 1.2 | 37,344 warrants and 565,000 options |
Application has been made for the 1,112,500 new ordinary shares to be admitted to trading on AIM and it is expected that admission will take place on 2 June 2009.
The new ordinary shares rank pari passu in all respects with the existing ordinary shares, including the right to receive any dividend or other distribution declared, made or paid after the date of their unconditional allotment.
Following this allotment, the total issued share capital of the Company will have increased to 27,043,970 ordinary shares.
For further information please contact:
| Rotala plc | |
| John Gunn, Chairman Simon Dunn Chief Executive Kim Taylor, Group Finance Director | 020 7621 5774 07825 808 525 07825 808 529 |
| Charles Stanley Securities - NOMAD and broker | 020 7149 6000 |
| Mark Taylor / Ben Johnston / Adam Sumner |