RNS Number:2408M
AIM
12 June 2003




ANNOUNCEMENT TO BE MADE BY AIM APPLICANT AT LEAST 10 BUSINESS DAYS PRIOR TO ADMISSION
ALL APPLICANTS MUST COMPLETE THE FOLLOWING:

COMPANY NAME:

Scipher plc

COMPANY ADDRESS:

CRL Dawley Road, Hayes, Middlesex

COMPANY POSTCODE:

UB3 1HH

COUNTRY OF INCORPORATION:

England and Wales

COMPANY BUSINESS:

Scipher commercialises both proprietary and third-party technologies.

DETAILS OF SECURITIES TO BE ADMITTED (i.e. where known, number of shares, nominal value and issue price):

Existing - 106,671,545 ordinary 1p shares

Placing and Open Offer up to 151,334,309 ordinary 1p shares

CAPITAL TO BE RAISED ON ADMISSION:

Already listed on the Official List of the UK Listing Authority

Placing and Open Offer will raise up to #7.57 million (gross)

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS:

Dr Kenneth Walter Gray (Executive Chairman)

Christopher George Mutter (Finance Director)

Dr Ashok Wasudeo Vaidya (Executive Director)

Benjamin duPont (Executive Director)

Phillip Baird Stern (Executive Director)

Daniel Robert Chapchal (Non-Executive Director)

Ronald Andrew Henderson (Non-Executive Director)

William Harold Neil Pearce (Non-Executive Director)

PERSON(S) INTERESTED IN 3% OR MORE OF THE ISSUER'S CAPITAL, EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL
STATING WHETHER BEFORE OR AFTER ADMISSION:

See attached Table A.

NAMES AND ADDRESSES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (G) OF THE AIM RULES:

Regent Associates

17/21 Victoria Street

Windsor

Berkshire  SL4 1HE



Osborne Clarke

Hillgate House

26 Old Bailey

London  EC4M 7HW



KPMG

9 Floor

1 Canada Square

Canary Wharf

London E14 5AG



Cyril Leonard

22 Gilbert Street

Grosvenor Square

London  W1K 5EJ



Cleary, Gottlieb, Steen and Hamilton

City Place House

55 Basinghall Street

London  EC2V 5EH

ANTICIPATED ACCOUNTING REFERENCE DATE:

31 March

EXPECTED ADMISSION DATE:

11 July 2003

NAME AND ADDRESS OF NOMINATED ADVISER:

Evolution Beeson Gregory Limited, The Registry, Royal Mint Court, London EC3N 4LB

NAME AND ADDRESS OF BROKER:

Evolution Beeson Gregory Limited, The Registry, Royal Mint Court, London EC3N 4LB

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:

Evolution Beeson Gregory Limited, The Registry, Royal Mint Court, London EC3N 4LB

DATE OF NOTIFICATION:

12 June 2003

NEW/ UPDATE (see note):

NEW

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

The Official List of the UK Listing Authority

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

9 February 2000

CONFIRMATION THAT THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS
SECURITIES TRADED UPON SUCH A MARKET:

Confirmed

AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE
LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:

www.scipher.com

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS
OF ITS INVESTMENT STRATEGY:

Scipher's strategy continues to be based on the exploitation of IP and the drive for positive cashflow and
profitability. The Company intends to achieve this in two ways:


First, to drive revenue from its "New business" activities (defined as those activities that have been
established since Scipher was formed in 1996), which now comprise over 80% of Scipher's revenues. These
businesses have been identified by the Board as being central to the Group's future success and have achieved a
compound average growth rate ("CAGR") of 36% revenue growth from the year ended 31 March 2000 to the year ended
31 March 2003. Maintaining this revenue growth is fundamental to Scipher achieving positive cash generation.


Second, to focus attention on the Patent Licensing, Displays and Secure Identification businesses which have
achieved a CAGR of 42% in new business revenue from the year ended 31 March 2000 to the year ended 31 March 2003.
The Board sees these particular businesses as being central to Scipher's future progress. In addition, the
performance of 3D Sound, Communications and Technology Generation underlines the Company's ability to create and
manage successful businesses.


Meanwhile the Board recognises that the present challenging market conditions for new technology spend are likely
to continue for some time, along with lengthened sales cycles. Consequently, it will continue its policy of
stringent cost management.

A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED
SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:

The Company announced today its unaudited preliminary results for the year ended 31 March 2003. Since the end of
this period there has been no significant change in the financial or trading position of the Company other than
as set out in the Preliminary Results announcement and Placing and Open Offer announcement released today.

A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT ITS WORKING CAPITAL WILL BE
INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:

The Directors are of the opinion having made due and careful enquiry that, taking into account the bank
facilities available to the Group and the net proceeds of the Firm Placing, the Company and the Group have
sufficient working capital for their present requirements, that is, for at least 12 months from the date of
Admission.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

Not applicable.

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

The Company's ordinary 1p shares will be settled through CREST and in certificated form

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

A summary of the rights attaching to ordinary shares is set out in Paragraph 3 of Part 8 of the document posted
to shareholders today and which can be viewed at www.scipher.com.

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

Please refer to the Preliminary results for the year ended 31 March 2003 and the Placing and Open Offer announced
today.

A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A
FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION.  THE ACCOUNTS MUST BE PREPARED ACCORDING TO UK
OR US GAAP OR INTERNATIONAL ACCOUNTING STANDARDS.

The unaudited preliminary results for the year ended 31 March 2003 and the statutory accounts for the year ended
31 March 2002 can be viewed at www.scipher.com.



TABLE A


                                 Number of     Percentage of               Number of        Percentage of
                                 Ordinary      issued                Ordinary Shares      issued ordinary
                                 Shares
                                               ordinary share        after the Issue        share capital
                                 prior to the                                      *
                                 Issue         capital prior to                             following the
                                               the Issue                                          Issue *

Schroder Investment              8,479,507     7.95                       10,175,408                 3.94

Management

Dr John C White                  7,947,410     7.45                        9,536,892                 3.70

Henderson Global                 7,676,185     7.20                        9,211,422                 3.57

Investors

Dr Ashok W Vaidya                6,626,130     6.21                       12,626,130                 4.89

Dr Kenneth W Gray                6,363,669     5.97                       12,363,669                 4.79


Advent Private Equity            5,356,376     5.02                        6,427,651                 2.49

Fund II Limited Partnerships

Deutsche Asset Management UK     5,097,212     4.78                        6,116,654                 2.37

Newton Investment                5,020,290     4.71                        6,024,348                 2.33

Management

UBS Global Asset                 4,728,416     4.43                        5,674,099                 2.20

Management UK

Mr John Maxwell Iles             3,350,321     3.14                        4,020,385                 1.56


*           On the basis that the entitlements under the Open Offer are taken up
in full by these and all other Shareholders except in the case of Dr Vaidya and
Dr Gray who are both subscribing for 6,000,000 shares each in the Firm Placing.


                      This information is provided by RNS
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