Schedule 1-iimia MitonOptimal
20 Fevereiro 2008 - 9:15AM
UK Regulatory
RNS Number:3881O
AIM
20 February 2008
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE
WITH RULE 2 OF THE AIM RULES FOR
COMPANIES ("AIM RULES")
COMPANY NAME:
iimia MitonOptimal plc ("IMO") to be renamed Midas Capital plc
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS
(INCLUDING POSTCODES):
23 Cathedral Yard
Exeter EX1 1HB
COUNTRY OF INCORPORATION:
UK
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
www.imoplc.co.uk
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN
INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY). IF THE ADMISSION IS
SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
IMO is the parent company of the IMO group, which operates through three
divisions: fund management (operating principally under the "Miton" brand),
wealth management (operating under the "iimia" brand) and corporate services
(operating under the "Intelli" brand). The fund management division manages
open-ended and closed-ended investment funds with a multi-manager approach and
an asset allocation style. The wealth management division provides
comprehensive, fee-based financial management services, including investment
advice and discretionary portfolio management services, to private clients,
charities, self-invested personal pensions and trusts. The principal focus of
the corporate service division is corporate finance advice to asset management
businesses and closed-end investment funds. The IMO group has funds under
management and advice of approximately �1.2 billion, as at 31 January 2008.
Upon Re-admission, which is being sought as a result of a reverse take-over
under AIM Rule 14, IMO will have acquired Midas Capital Partners Limited, a
multi-asset fund management company based in Liverpool with funds under
management of approximately �1.6 billion, as at 31 January 2008.
The enlarged group's main country of operation will be the UK.
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER
OF THE SECURITIES (i.e. where known, number and type of shares, nominal value
and issue price to which it seeks admission and the number and type to be held
as treasury shares):
57,324,170 ordinary shares of 10p each of which (a) 22,824,041 were previously
admitted to trading on AIM prior to the reverse takeover, (b) 27,500,129 are
consideration shares and (c) 7,000,000 are placing shares.
No shares will be held in treasury.
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED
MARKET CAPITALISATION ON ADMISSION:
Expected market capitalisation of �86 million
(based on the placing price of 150p per placing share) with �10.5 million
being raised.
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
65.8%
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES
(OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:
None
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the
first name by which each is known or including any other name by which each is
known):
William John Long (Non-executive director)
Michael Charles Phillips (Chief executive)
Alastair Bruce McIntosh (Managing director, Investment services) (will step down on admission)
Gordon Joseph Neilly (Chairman of Intelli)
Scott McGibbon Campbell (Executive director, International Fund Management)
Martin Robert Gray (Executive Director) (will step down on admission)
Nicholas Ian Hamilton (Non-executive director)
Adrian John Reginald Collins (Non-executive director)
Simon William Edwards (Managing director)
Colin Rutherford (Non-executive chairman)
William Oulton Wade, Lord Wade of Chorlton (Non-executive deputy chairman) FULL
NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE
ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by
which each is known or including any other name by which each is known):
Existing Following Re-admission
Name Number of Shares per cent. of issued Number of Shares per cent. of issued
share capital share capital
Ian Henderson1 1,900,000 8.3 1,900,000 3.3
Martin Robert Gray 1,662,751 7.3 1,662,751 2.9
Scott Mc Gibbon 1,475,190 6.5 1,475,190 2.6
Campbell2
CF Miton Special 1,475,000 6.5 2,475,000 4.3
Situation Portfolio
Michael Charles 1,228,851 5.4 1,728,8513 3.0
Phillips
Saracen ICVC 1,208,100 5.3 1,208,100 2.1
Duncan Abbot 1,168,107 5.1 1,168,107 2.0
Steve Carr 1,020,093 4.5 1.020,093 1.8
Gordon Joseph Neilly 959,718 4.2 1,911,258 3.3
Colin Rutherford 925,032 4.1 925,032 1.6
Sam Liddle 860,074 3.8 860,074 1.5
Simon William Edwards - - 9,562,977 16.7
Hiscox plc 105,000 0.5 2,198,388 3.8
Notes:
1 Includes 620,000 ordinary shares in which Ian Henderson has a non beneficial interest
2 Beneficial holding held through Stony Creek Capital Limited
3 Excludes any ordinary shares acquired under the iimia Investment Group plc Share Incentive Plan
between 12 February 2008 and re-admission
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
Colin Rutherford (to be appointed non-executive Chairman on re-admission) is
entitled to an annual fee of �20,000 pursuant to a consultancy agreement with
the company (this agreement will terminate on re-admission).
Continuing directors will be entitled to salaries and fees under normal
directors' service contracts or letters of appointment, details of which are
disclosed in the re-admission document.
(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
(i) 31 December
(ii) 30 June 2007 for IMO and 30 September 2007 for the target group
(iii) Next three results to be published on:
a) Annual results for 12 months to 31 December 2007 by 30 June 2008
b) Interim results for 6 months to 30 June 2008 by 30 September 2008
c) Annual results for 12 months to 31 December 2008 by 30 June 2009
EXPECTED ADMISSION DATE:
7 March 2008
NAME AND ADDRESS OF NOMINATED ADVISER:
Arbuthnot Securities Limited
Arbuthnot House
20 Ropemaker Street
London,
EC2Y 9AR
NAME AND ADDRESS OF BROKER:
Arbuthnot Securities Limited
Arbuthnot House
20 Ropemaker Street
London,
EC2Y 9AR
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR
INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A
STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
ADMISSION OF ITS SECURITIES:
A copy of the Re-admission document containing full details of the applicant and
the admission of its securities is available at www.imoplc.co.uk
DATE OF NOTIFICATION:
20 February 2008
NEW/ UPDATE:
New
This information is provided by RNS
The company news service from the London Stock Exchange
END
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