Change in Adviser, Restructuring, Board Change
12 Outubro 2010 - 3:00AM
UK Regulatory
TIDMOTV
RNS Number : 2189U
Otium Ventures PLC
12 October 2010
12 October 2010
Otium Ventures Plc
("Otium" or the "Company")
Appointment of Nominated Adviser and Broker
Financial Restructuring
Board Changes
Otium is pleased to announce that it has appointed Daniel Stewart & Company
("Daniel Stewart") to act as its nominated adviser and broker with immediate
effect.
The Company is also pleased to announce it is in advanced negotiations in
respect of an injection of up to GBP225,000 which will enable the Company to
clear certain outstanding liabilities, discharge the creditors voluntary
arrangement agreed in May of this year ("CVA") and provide sufficient working
capital for the foreseeable future. The agreement would also include the
conversion into equity of the Palmdale debt, with the exception of GBP200,000
which would become a 1 year convertible loan.
Under the proposed terms, the GBP225,000 would be injected by way of a
convertible loan which, if converted in full, would represent approximately
72.5% of the Company's enlarged share capital. This equates to a share price of
approximately 0.04p. This will require both a waiver of Rule 9 of the City Code
on Takeovers and Mergers and also the approval of shareholders for a capital
reorganisation to reduce the nominal value of the Company's ordinary shares. As
such the capital injection is conditional on the approval of Otium's
shareholders at a general meeting to be convened as soon as possible.
Shareholders should be aware that should approval not be forthcoming then the
Company would not have sufficient funds to discharge the CVA and may need to
commence liquidation proceedings.
Shareholders should note that there is no guarantee that the negotiations will
be successfully completed and that in this event the Company's future will be
highly uncertain. In particular, Daniel Stewart's continuing appointment is
conditional upon the Company successfully completing the current discussions.
Given that the Company's future is conditional upon both finalising the current
negotiations and the approval of its shareholders for the proposals, trading in
the Company's shares will remain suspended until after the required general
meeting has been held. Shareholders should also be aware that a further
suspension from trading in the Company's shares will be effective at 8.00am on
15 November 2010 under Rule 15 of the AIM Rules for Companies, being 12 months
since the agreement to dispose of its operations. Should the proposed general
meeting not have been held before that date, the existing suspension of trading
will continue.
The Company expects to post the circular to its shareholders in the next few
days together with the announcement of its interim results.
The Company also announces that Leonard Russell, non-executive chairman, has
resigned as a director of the Company with immediate effect. The Board would
like to thank him for all the support to date.
For further information please contact:
+---------------------+---------------------+---------------------+
| Otium Ventures Plc | Paul Seakens | 020 3005 9924 |
+---------------------+---------------------+---------------------+
| | Alexander Lubin | |
+---------------------+---------------------+---------------------+
| | | |
+---------------------+---------------------+---------------------+
| Daniel Stewart & | Antony Legge | 020 7776 6550 |
| Company Plc | | |
+---------------------+---------------------+---------------------+
| | Oliver Rigby | |
+---------------------+---------------------+---------------------+
| | | |
+---------------------+---------------------+---------------------+
www.hertfordinternationalgroup.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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