First Day of Dealings on AIM

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First Day of Dealings on AIM

Gresham House plc

GRESHAM HOUSE PLC (‘Gresham’ or the ‘Company’)

First Day of Dealings on AIM

Successful Fundraising to raise £11.5 million

Gresham House plc (LSE AIM: GHE) is pleased to announce the admission (‘Admission’) of its Ordinary Shares (AIM: GHE) and Shareholder Warrants (AIM: GHEW) to trading on AIM today, following a placing of 3,973,510 new Ordinary Shares at a price of 286.9p per share and a subscription for 850,000 unquoted Supporter Warrants. The Ordinary Shares have simultaneously been cancelled from the Official List and Main Market.

Highlights

• £11.5 million raised, before expenses, pursuant to the placing of 3,973,510 new Ordinary Shares at 286.9 pence per share (the ‘Placing’) and subscription for 850,000 unquoted Supporter Warrants by various members of the incoming management team.
• Total number of Ordinary Shares in issue following Admission is 9,343,390, giving the Company a market capitalisation of approximately £26.8 million at the Placing Price.
• 1,073,904 Shareholder Warrants have been issued to existing Shareholders as at close of business on 28 November 2014 on a 1-for-5 basis. The Shareholder Warrants have also been admitted to trading on AIM today.
• New directors comprising Anthony Townsend, Peter Moon, Anthony (Tony) Dalwood, Michael Phillips and Duncan Abbot have been appointed with effect from today. Richard Chadwick will continue as a director on the board. Tony Ebel, Brian Hallett and John Lorimer have all retired as directors of the Company from today’s date.
• Investment Committee has now been appointed.
• New Investing Policy to make direct and indirect investments, and investment strategy to develop or acquire an asset management business, have been adopted.
• The new board intends to develop the Company as a quoted platform principally for investment in, and investment management of, relatively differentiated, specialist or illiquid assets in order to generate superior returns for Shareholders over the longer term.
• Placing proceeds will be used to make investments in line with the New Investing Policy and the investment strategy.
• Loss of Authorised Investment Trust status and adoption of new articles of association effective today; the Company now intends to make the appropriate court filings to progress the reduction of capital, as approved by Shareholders at the General Meeting in October 2014.
• Westhouse Securities Ltd acted as Nominated Adviser and Broker to the Company and the Placing.

The board now comprises:

• Anthony Townsend, Non-Executive Chairman;
• Peter Moon, Non-Executive Director;
• Anthony (Tony) Dalwood, Chief Executive;
• Michael Phillips, Strategic Development Director;
• Duncan Abbot, Finance Director; and
• Richard Chadwick, Non-Executive Director.

Tony Dalwood, Chief Executive of the Company, commented:

‘I am very pleased that the Company's shares have today been admitted to AIM. Gresham has a long term heritage which this experienced new board and Investment Committee is well placed to capitalise on as a quoted platform for investment management of illiquid, or specialist asset classes. The support from new and existing investors to the transaction was encouraging. The new directors look forward to growing longer term shareholder value in line with the new strategy.

I would also like to take this opportunity to thank the retiring directors, Tony Ebel, Brian Hallett and John Lorimer, for working with the new board in order to successfully complete this transaction and for their long years of dedicated service to the Company.’

Issue Statistics	Â
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Number of Ordinary Shares prior to Admission		5,369,880
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Number of Placing Shares		3,973,510
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Enlarged number of Ordinary Shares at Admission		9,343,390
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Placing Price		286.9p
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Market capitalisation at Placing Price		£26.8 million
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Number of Shareholder Warrants at Admission		1,073,904
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Number of unquoted Supporter Warrants at Admission		850,000
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Gross proceeds of Placing and Supporter Warrant issue		£11.46 million
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ISIN / Ticker for Ordinary Shares		GB0003887287 / GHE
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ISIN / Ticker for Shareholder Warrants		GB00BPYP3515 / GHEW
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Further information, including the Company’s Admission Document, may be found at www.greshamhouse.com.

For further enquiries, please contact:	Â
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Gresham House plc
Tony Dalwood, Chief Executive Officer		07958 522 261
Duncan Abbot, Finance Director		07831 098 048
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Westhouse Securities Ltd		020 7601 6100
Robert Finlay
Richard Johnson
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IMPORTANT NOTICE

The Placing, issue of Shareholder and Supporter Warrants, appointment of new directors, Investment Committee and Advisory Group, adoption of New Investing Policy, adoption of new articles of association, loss of Authorised Investment Trust status, capital reduction and Admission are together the ‘Transaction’.

Westhouse, which is authorised in the UK under the FSMA and which is regulated by the Financial Conduct Authority, is acting as financial adviser, nominated adviser and broker in connection with the Transaction. Westhouse is acting exclusively for Gresham House plc and for no-one else and will not be responsible to anyone other than Gresham House plc for providing the protections afforded to the clients of Westhouse nor for providing any advice in relation to the Transaction or the contents of this announcement or any transaction, arrangement or matter referred to herein.

Overseas Shareholders

The distribution of this announcement in or into jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe, such restrictions. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. Subject to certain exceptions, this announcement is not for release, publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, the Republic of South Africa, Japan or any jurisdiction where to do so might constitute a violation of local securities laws or regulations.

Forward-looking statements

This announcement may include ‘forward-looking statements’. All statements other than statements of historical fact included in this announcement, including without limitation, those regarding the Company’s financial position, business strategy, plans and management objectives for future operations are forward-looking statements. Forward-looking statements are subject to risks and uncertainties and accordingly the Company’s actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the formal Admission Document.