Issue of Equity
Rotala PLC
04 October 2006
Press Release
4 October 2006
Rotala plc
('Rotala' or 'the Company')
Placing of new shares to raise £1.58million
The board of Rotala is pleased to announce that it has raised approximately
£1.58 million (before expenses) in a placing with investors ('the Placing'). The
funds will enable Rotala to continue with its planned acquisition strategy and
will augment its working capital resources.
Details of the Placing
Rotala has conditionally placed 79,050,000 new ordinary shares of 1p each
('Ordinary Shares') ('the Placing Shares') at 2.0 pence each ('the Placing
Price') to raise £1,581,000 (before expenses). The placing is being arranged by
Ludgate Investments Limited ('Ludgate') with its clients. Of the total number of
Placing Shares, 43,296,200 shares have been placed subject only to admission to
trading on AIM, which is expected to take place today ('the tranche A shares')
and 35,753,800 shares have been placed subject, inter alia, to shareholder
approval to be sought at an EGM ('the tranche B shares'). A letter will be
posted to shareholders later today convening an EGM for 27 October 2006.
Before the Placing, the issued ordinary share capital amounted to 288,641,027
ordinary shares. After admission of all of the Placing Shares the issued share
capital will be 367,691,027 ordinary shares. The Placing Shares are equivalent
to approximately 21.5% of the enlarged ordinary share capital.
Certain directors have participated in the Placing to the extent of 31,125,000
Placing Shares at the Placing Price, equivalent to a subscription of £622,500.
Details of the placing commitments and the interests of the directors and their
connected persons in the ordinary share capital of the Company as at admission
are set out below:
Following the Placing
Placing Shares at Shares held %
2.0p per share (excluding options)
John Gunn * (1) 23,000,000 75,005,000 20.4
Nick Kennedy ** 500,000 3,346,227 0.9
Kim Taylor 500,000 500,000 0.1
Geoff Flight*** 6,250,000 23,091,667 6.3
Simon Dunn 875,000 875,000 0.2
* includes Mrs R. S. Gunn, Wengen Pension Plan and the Gunn Trusts
** includes Mr Kennedy's pension fund
*** includes Mr Flight's pension fund
(1) John Gunn holds his shares through W B Nominees Ltd, as shown below.
In addition, as a result of the Placing the Company is aware of the following
persons (other than the directors and their connected persons set out above) who
will be significant shareholders (being holders (directly or indirectly) of more
than 3 per cent. or more of the Company's issued ordinary share capital):
Placing Shares at Following the Placing
2.0p per share Shares held %
Capital Management & Trust Co N.V. 12,500,000 12,500,000 3.40
A Hughes Esq 7,500,000 17,500,000 4.76
W B Nominees Ltd (1) 34,500,000 174,193,908 47.37
(1) includes the holding of John Gunn, as shown above. W B Nominees Ltd
acts as bare nominee for underlying shareholders in respect of all the Ordinary
Shares registered in its name. W B Nominees Ltd does not exercise any discretion
over the said shareholdings or voting rights.
As consideration for its services to the Company, Ludgate will receive a fee of
5 per cent. of the amount raised by Ludgate in the Placing and a corporate
advisory fee of £15,000. John Gunn, the Non-executive Chairman of Rotala, is a
shareholder in Ludgate Investments Ltd.
PURPOSE OF THE PLACING
Rotala intends that the new funds will be used primarily to finance
acquisitions. In the interim results of the group published on 30 August 2006,
the board reiterated its opinion that the many small businesses in the bus and
coach operator sector offer significant opportunities to a consolidator such as
Rotala. This is particularly the case in Birmingham where Rotala completed the
acquisition of its 4.5 acre freehold depot in April 2006 for £2.0 million. The
depot offers considerable scope for expansion. The board is currently seeking to
acquire local operators in circumstances where it can quickly achieve economies
of scale by increasing operations from the site and eliminating duplicated
overheads. The board is therefore in discussions with a number of such
companies, and hopes to be able to announce the first such acquisition shortly.
The balance of the new funds will be used to augment the working capital
resources available to the Company.
Contacts:
John Gunn, Chairman Rotala plc 020 7236 6236
Kim Taylor, CEO Rotala plc 020 7236 6236
This information is provided by RNS
The company news service from the London Stock Exchange