Last checked at 28 Mar 2013 07:02
28 March 2013
Ten Alps Plc
Share Placing, Issue of Equity and Loan Note
Ten Alps Plc ("Ten Alps" or the "Company"), the factual media group, is pleased to announce a placing of 24,125,000 new ordinary shares of 2 pence each in the capital of the Company ("Ordinary Shares") at a price of 2 pence per share (the "Placing").
In addition to the Placing, the Company's largest shareholder, Herald Investment Trust ("Herald") has agreed to provide £592,500 by way of debt funding (the "Loan"). The terms are similar to the existing loan note in issue except for £192,500 being unsecured.
Herald has subscribed for 8,325,000 Ordinary Shares under the Placing and following this will hold 95,567,428 Ordinary Shares representing 34.54% of the Company's issued share capital. A further substantial shareholder, John Booth, has subscribed for 2,650,000 Ordinary Shares under the Placing and following this will hold, with the John Booth Charitable Fund (the "John Booth Parties"), 30,463,550 Ordinary Shares representing 11.01% of the Company's issued share capital.
The aggregate holding of the concert parties, being Herald, together with Herald Venture Limited Partnership, Herald Venture Limited Partnership II, Herald Venture Limited Partnership III and the John Booth Parties will equal 45.55% of the Company's issued share capital.
5,750,000 of the New Ordinary Shares were taken up by Directors of the Company, details of which are as follows:
Director | No. of New Ordinary Shares | No. of New Ordinary Shares held following the Placing | % of issued share capital held following the placing |
Peter Bertram, Chairman | 500,000 | 2,812,500 | 1.02% |
Nitil Patel, Group Finance Director | 500,000 | 1,430,500 | 0.52% |
Tim Hoare, Non-Executive Director | 1,000,000 | 9,161,000 | 3.31% |
Bob Geldof, Non-Executive Director | 3,750,000 | 15,124,728 | 5.47% |
The gross proceeds of the Placing and the Loan amount to £1m before expenses. The funds raised will be used by the Company to provide additional working capital and to finance investment strategies of the Company's existing operations.
The issue of new Ordinary Shares to the Directors and the Loan detailed above are related party transactions for the purpose of AIM Rule 13 (the "Related Party Transactions").
Pursuant to AIM Rule 13, Brian Walden, an independent Non-Executive Director considers, having consulted with Grant Thornton UK LLP, the Company's Nominated Adviser, that the terms of the Related Party Transactions are fair and reasonable insofar as the Company's shareholders are concerned.
The new Ordinary Shares which have been issued will represent approximately 8.72 per cent. of the Company's enlarged issued share capital immediately following the Placing.
Application has been made for the new Ordinary Shares to be admitted to trading on AIM. It is expected that Admission will be effective and that dealings in the shares will commence on 04 April 2013.
The new Ordinary Shares will rank pari pasu with the existing Ordinary Shares. Immediately following the issue of the New Ordinary Shares, the Company's enlarged share capital will be 276,666,012 Ordinary Shares. There are no shares held in Treasury. The figure of 276,666,012 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Disclosure and Transparency Rules.
For further information, please contact:
Ten Alps plc | |
Peter Bertram, Chairman | Tel: +44 (0) 20 7878 2311 |
c/o Moira McManus | |
www.tenalps.com | |
Grant Thornton, Nominated Adviser | Tel: +44 (0) 20 7383 5100 |
Colin Aaronson / Jen Clarke | |
www.grant-thornton.co.uk | |