Tavistock Regulatory News (TAVI)

19 Oct 2006 07:01

Bright Things plc19 October 2006 19 October 2006 Bright Things Plc ("Bright Things" or the "Company") Conditional Placing by Corporate Synergy Plc and Notice of Extraordinary General Meeting The Company today announces that it is proposing to raise £1.1 million (beforeexpenses) by a placing of 10,000,000 new ordinary shares of 10 pence each in theCompany ("Placing Shares") at 11 pence per Placing Share ("Placing Price") (the"Placing") by Corporate Synergy Plc as agent for the Company. An extraordinary general meeting of the Company has been convened for 10:00 a.m.on 13 November 2006 for the purpose of considering the resolution to grant thedirectors of the Company (the "Directors") sufficient authority to allot, interalia, the Placing Shares, to permit the Placing to proceed. The Placing isconditional, inter alia, on the passing of the resolution and admission of thePlacing Shares to trading on AIM. The Placing is being conducted by the Company on a non pre-emptive basis toexisting shareholders in order to avoid the relatively significant cost anddelay to the Company which would arise were the Company to make an open offer toall shareholders to subscribe for new ordinary shares. Reasons for the Placing and use of proceeds As announced on 30 June 2006, the Company has made a strategic shift towards: • the development of the Company's ASIC chip and patented technology - the Company will seek to licence its patented technology to other consumer electronic companies and/or toy companies. The Company entered into its first licensing agreement with Radica Games Limited (which was recently acquired by Mattel Inc.) earlier this year; and • generating revenues from interactive DVD games. The Directors believe that there is an opportunity to develop and market familygames for DVD players such as Lara Croft Tomb Raider - The Action Adventure, aninteractive DVD title that has been licensed and developed by the Company.Lara Croft Tomb Raider - The Action Adventure will be available in retailoutlets in the United Kingdom from 6 November 2006, in retail outlets in variouscountries in Europe from the end of November 2006 and in retail outlets in theUnited States of America from early December 2006. To take advantage of the perceived opportunity within the interactive DVD gamesmarket, the Company is seeking to acquire additional licences and then design,develop and market a range of new interactive DVD games based upon them. Forthis purpose, the Company has conditionally raised £1.1 million (beforeexpenses) through the proposed issue of the Placing Shares at the Placing Price. Details of the Placing The Company is proposing to raise £1.1 million (before expenses) by the issue ofthe Placing Shares at the Placing Price. Corporate Synergy Plc, as agent for theCompany, has agreed to use its reasonable endeavours to place the placing sharesat the Placing Price with institutional and other investors, subject to interalia the passing of the resolution at the extraordinary general meeting and thePlacing Shares being admitted to trading on AIM by 8:00 a.m. on 14 November 2006or such later time and date as the Company and Corporate Synergy Plc may agree,being not later than 8:00 a.m. on 28 November 2006. The Placing Price representsa premium of 4.76 per cent. to the closing mid market price of 10.5 pence on AIMas at 18 October 2006 (being the latest practicable date prior to the issue ofthis announcement). Pursuant to the terms of a placing agreement (the 'Placing Agreement') madebetween the Company and Corporate Synergy Plc, Corporate Synergy Plc has agreedto use its reasonable endeavours to place the Placing Shares with placees. ThePlacing is conditional on the Placing Agreement having become unconditional andnot having been terminated in accordance with its terms prior to Admission. Ifany of the conditions of the Placing Agreement are not fulfilled or waived on orbefore 8:00 a.m. on 14 November 2006 (or such later time and date as the Companyand Corporate Synergy Plc may agree, being no later than 8:00 a.m. on 28November 2006), the Placing will not become unconditional and the placing monieswill be returned to the placees, without interest, as soon as practicablethereafter. The Placing Shares will, when issued and fully paid, rank pari passu in allrespects with the existing issued ordinary shares, and are expected to beadmitted to trading on AIM on 14 November 2006. Before the Placing, there were 20,450,078 ordinary shares in issue and,following admission of the Placing Shares to trading on AIM, there will be30,450,078 ordinary shares in issue. The Placing Shares are equivalent toapproximately 32.8 per cent. of the enlarged issued ordinary share capital. Dominic Wheatley, chief executive officer of the Company, is subscribing for909,090 Placing Shares pursuant to the Placing, representing approximately 9 percent. of the Placing Shares. Immediately following completion of the Placing, MrWheatley will be interested in 5,705,102 ordinary shares, representingapproximately 18.7 per cent. of the Company's then issued share capital. For further information please contact: Dominic Wheatley / Ady Moores, Bright Things Plc: 0870 351 7770 David Seal, Corporate Synergy Plc: 020 7448 4400 This information is provided by RNS The company news service from the London Stock Exchange