22 February 2013
mirada plc ("mirada" or "the Company")
(AIM: MIRA)
Placing and capitalisation of certain liabilities
mirada plc, the AIM-quoted audiovisual interaction specialist,
is pleased to announce the completion of an equity placing and a
capitalisaton of certain creditor and loan note balances totalling,
in aggregate, £1,469,509.70. The placing raised gross proceeds of
£1,014,000 by the issue of 10,140,000 new ordinary shares of 1p
each at a placing price of 10 pence
("the Placing"). In addition, certain creditors have agreed to
capitalise, in aggregate, £ 185,509.70 into 1,855,097 new ordinary
shares of 1p each, credited as fully paid at 10 pence per share and a loan note holder has
agreed to convert £ 270,000 of their convertible loan notes into
2,700,000 new ordinary shares of 1p each, credited as fully paid at
10 pence per share (the
"Capitalisation") (together "the Transaction").
The Transaction will help strengthen the Company's balance sheet
with the net funds raised from the Placing to be used for working
capital purposes, for ongoing investment in product development and
to reinforce mirada's presence in Latin
America.
Under AIM Rule 13 the participation in the Capitalisation by
Richard Alden (Non-Executive
Chairman) and Francis Coles
(Non-Executive Director), who are subscribing 626,667 new ordinary
shares and 183,613 new ordinary shares respectively, are related
party transactions for the purposes of the AIM Rules. José Luis
Vázquez, Javier Casanueva and Rafael
Martín Sanz consider, having consulted with Seymour Pierce, that the terms of Richard Alden and Francis Coles participations in the
Capitalisation are fair and reasonable insofar as the Shareholders
are concerned.
Following the Placing and the Capitalisation, Richard Alden and Francis Coles will have an interest in the
following ordinary shares in the Company:
Number of Number of Percentage of
Transaction shares enlarged issued
Shares following share capital of
Transaction Company
Richard Alden 626,667 1,080,080 2.15%
Francis Coles 183,613 572,486 1.14%
As part of the Placing, Baring Iberia II Inversion En Capital
F.C.R. ("Baring") subscribed for new ordinary shares and has an
interest in the following ordinary shares in the Company:
Number of Number of Percentage of
Placing shares enlarged issued
Shares following share capital of
Placing Company
Baring 2,241,500 8,535,015 17.01%
Javier Casanueva (Non-Executive
Director) is a partner of Baring. Under AIM Rule 13 the
participation in the Placing by Baring, who are subscribing for
2,241,500 new ordinary shares, are related party transactions for
the purposes of the AIM Rules. José Luis Vázquez, Richard Alden, Francis
Coles and Rafael Martín Sanz consider, having consulted with
Seymour Pierce, that the terms of
Baring's participation in the Placing is fair and reasonable
insofar as the shareholders are concerned.
As part of the Capitalisation, £270,000 of the secured 10%
convertible loan note ("Convertible Loan") is being converted into
2,700,000 new ordinary shares in the Company. Following this
conversion the outstanding balance owed in relation to the
Convertible Loan is £1,150,000. In addition, the Company has come
to an agreement with all Convertible Loan holders to introduce a
minimum conversion price of 10p for all future conversions.
Application has been made to the London Stock Exchange for
admission of the 14,695,097 new ordinary shares to be issued
pursuant to the Placing and the Capitalisation to be admitted to
trading on AIM. Admission is expected to occur on 27 February 2013.
For the purposes of the Disclosure and Transparency Rules,
mirada's total issued share capital following the issue of the
14,695,097 new ordinary shares consists of 50,177,793 ordinary
shares of 1 penny each.
The above figure 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, mirada, under the Disclosure and
Transparency Rules.
Enquiries:
mirada plc +44 (0) 207 549 5678
José Luis Vázquez, CEO
Seymour Pierce +44 (0) 207 107 8000
Mark Percy (Corporate Finance)
David Banks (Corporate Broking)
Peterhouse Corporate Finance (Joint Broker) +44 (0) 207 469 0937
Jon Levinson
Bishopsgate Communications +44 (0) 207 562 3350
Nick Rome/Sam Allen/ Matthew Low
mirada@bishopsgatecommunications.com
About mirada
mirada creates and manages services for digital TV platforms and
broadcasters which enable consumers to interact with and purchase
digital content on television, mobile, online and bespoke devices.
mirada's products and solutions are used worldwide to deliver
interactive TV, Video on Demand, digital marketing and payment
services. Its products and services have been deployed by some of
the biggest names in digital media and broadcasting including Sky,
Virgin Media, BBC, ITV, France Telecom and Telefónica.
Headquartered in London, mirada
has commercial offices across Europe and Latin
America and operates technical centres in the UK and
Spain. For more information, visit
www.mirada.tv.