8 October 2014
Guscio PLC
("Guscio" or the "Company" or the "Group")
Appointment of Joint Broker
and Subscription to raise £150,000
Appointment of Joint Broker
Guscio (AIM: GUSC), the investment vehicle focussed on the technology and media
sectors, is pleased to announce that Peterhouse Corporate Finance Limited
("Peterhouse") has today been appointed as Joint Broker to the Company with
immediate effect.
Subscription
In addition, the Company announces that Peterhouse has conditionally raised £
150,000 before expenses through a subscription of 2,835,538 ordinary shares
(the "Subscription Shares") at a price of 5.29 pence per share (the
"Subscription"). The funds raised will be used to settle outstanding creditors
and to implement the Company's new investment policy as described in the
circular dated 12 August 2014.
In connection with the Subscription, it is proposed that the Company will enter
into a warrant instrument (the "Warrant Instrument") pursuant to which the
Company will issue two new warrants for every three ordinary shares subscribed
for in the Subscription (the "New Warrants"). Accordingly, the Company will
issue a total of 1,890,356 New Warrants pursuant to the Warrant Instrument.
Entry into the Warrant Instrument is conditional on admission of the
subscription shares to trading on AIM ("Admission") and on approval of all of
the resolutions.
The New Warrants issued pursuant to the Warrant Instrument are exercisable at
the subscription price of 5.29p per shares and can be exercised at any time
during the three year period from Admission.
In addition, Peterhouse will be issued with 94,517 ordinary shares in the
Company ("Peterhouse Shares") and 63,011 new warrants ("Peterhouse Warrants")
in connection with services rendered to the Company as part of the
Subscription.
The Subscription is conditional, inter alia, upon the passing of certain
resolutions at a general meeting and on Admission. Accordingly, the Company has
convened a general meeting to be held at 2.00p.m. on 27 October 2014, at the
offices of Peterhouse Corporate Finance Limited, 31 Lombard Street, London EC3V
9BQ (the "General Meeting"), details of which are set out below.
The Subscription Shares, when issued and fully paid, will rank equally in all
respects with the existing ordinary shares. The New Warrants will not be
admitted to trading on any market but will be freely transferable.
It is expected that Admission will become effective and dealings in the
Subscription Shares will commence on 28 October 2014.
Following the Subscription and the issue of the Peterhouse Shares, the Company
will have 6,314,218 ordinary shares in issue and admitted to trading on AIM. In
addition, following the issue of the New Warrants and the Peterhouse Warrants,
the Company will have warrants in issue over 4,325,110 ordinary shares.
General Meeting
A notice convening the General Meeting is set out in a circular which has been
posted to shareholders today. The General Meeting has been convened to consider
and, if thought fit, pass the following:
Resolution 1, which will be proposed as an ordinary resolution, seeks to grant
the Directors of the Company authority to allot ordinary shares in the capital
of the Company and grant rights to subscribe for such ordinary shares.
Resolution 2, which will be proposed as a special resolution, seeks to
dis-apply the statutory pre-emption rights over the Subscription Shares and
additional new ordinary shares authorised for allotment.
A copy of the Circular is available at http://www.guscioplc.com/
For further additional information please contact:
Guscio PLC
Tony Humphreys / Marcus Yeoman 020 3053 1897
Sanlam Securities UK Limited
Simon Clements / Virginia Bull 020 7628 2200
Peterhouse Corporate Finance Limited
Lucy Williams / Eran Zucker 020 7469 0936
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