Schedule 1 Update - Metalrax Group PLC
June 18 2008 - 9:56AM
UK Regulatory
RNS Number : 0164X
AIM
18 June 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:
Metalrax Group PLC
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS
(INCLUDING POSTCODES) :
Ardath Road
Kings Norton
Birmingham
B38 9PN
England
COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
www.metalraxgroup.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:
Metalrax is a niche worldwide supplier of unique steel products to the
consumer durables and specialist engineering sector which operates
principally in the United Kingdom exporting to over 50 countries.
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):
119,897,298 ordinary shares of 5p each
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET
CAPITALISATION ON ADMISSION:
No capital is to be raised on Admission to AIM. The current market
capitalisation of the Company on the Official List of the London Stock
Exchange is �27 million and is not expected to change on Admission
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
0.80%
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:
Not applicable
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):
John Rawcliffe Airey Crabtree (Chairman and Non-Executive Director)
Andrew John Richardson (Chief Executive Officer)
Michael John Stock (Group Finance Director)
John Kenneth Adcock (Non-Executive Director)
Andrew Phillip Pearson (Non-Executive Director)
Ian Hamilton Paling (Non-Executive Director)
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):
The Company is aware of the following shareholdings which as at 23 May 2008
(being the last practicable date prior to this announcement), represent 3% or
more of ordinary shares in the issued share capital of the Company before and
after Admission.
Arlington Capital Investors 9.11%
Gartmore Investment Limited 5.74%
CK Coombs 5.11%
AXA Framlington 4.96%
Schroders 4.69%
Lowland Investment Company 3.16%
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
(H) OF THE AIM RULES:
Not applicable
* ANTICIPATED ACCOUNTING REFERENCE DATE
* DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS
BEEN PREPARED (this may be represented by unaudited interim financial
information)
* DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM
RULES 18 AND 19:
i) 31 December
ii) Not applicable
iii) 30 September 2008, 30 June 2009 and 30 September 2009
EXPECTED ADMISSION DATE:
Wednesday 25 June 2008
NAME AND ADDRESS OF NOMINATED ADVISER:
Arden Partners plc
Nicholas House
3 Laurence Pountney Hill
London EC4R 0EU
NAME AND ADDRESS OF BROKER:
Arden Partners plc
Nicholas House
3 Laurence Pountney Hill
London EC4R 0EU
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:
Not applicable - Quoted applicant
DATE OF NOTIFICATION:
18 June 2008
NEW/ UPDATE:
Update
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 London Stock Exchange
THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:
March 1964
CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS
ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS
SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY
BREACH:
Metalrax Group PLC, having made due and careful enquiry, confirms that as at
the date hereof it has adhered to legal and regulatory requirements involved
in having its securities traded on the Official List of the London Stock
Exchange.
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.metalraxgroup.co.uk
DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE
CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:
It is the Directors intention that following the Admission to AIM the
business of Metalrax will continue to operate in two divisions:- Consumer
Durables and Specialist Engineering; focusing on businesses that operate in
niche markets, have significant growth potential and barriers to entry and
can be expected to contribute meaningful profits. Metalrax will continue to
exit businesses that do not meet these criteria.
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:
Since the year to 31 December 2007 being the last financial period for which
audited statements have been published, the Group has restructured its
operations into two divisions; Specialist Engineering and Consumer Durables.
In addition, in January 2008 Metalrax bought Post Glover Lifelink, Inc, a
world leading manufacturer of isolated electrical power systems and
electrical raceways for the medical, laboratory, and educational sectors for
�3.0m and, in February 2008, Metalrax disposed of the Bacol Fine Blanking
business for �0.5m in cash.
A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE
THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP 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
the Company has sufficient working capital for its present requirements, that
is for at least twelve months from the date of Admission to AIM.
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:
Normal market settlement, including settlement through CREST
A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S
SECURITIES:
www.metalraxgroup.co.uk
INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS
NOT CURRENTLY PUBLIC:
Not applicable
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 AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE
PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE
19:
www.metalraxgroup.co.uk
THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:
Nil
This information is provided by RNS
The company news service from the London Stock Exchange
END
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