Issue of Equity
Bright Things plc
19 October 2006
19 October 2006
Bright Things Plc ('Bright Things' or the 'Company')
Conditional Placing by Corporate Synergy Plc
and Notice of Extraordinary General Meeting
The Company today announces that it is proposing to raise £1.1 million (before
expenses) by a placing of 10,000,000 new ordinary shares of 10 pence each in the
Company ('Placing Shares') at 11 pence per Placing Share ('Placing Price') (the
'Placing') by Corporate Synergy Plc as agent for the Company.
An extraordinary general meeting of the Company has been convened for 10:00 a.m.
on 13 November 2006 for the purpose of considering the resolution to grant the
directors of the Company (the 'Directors') sufficient authority to allot, inter
alia, the Placing Shares, to permit the Placing to proceed. The Placing is
conditional, inter alia, on the passing of the resolution and admission of the
Placing Shares to trading on AIM.
The Placing is being conducted by the Company on a non pre-emptive basis to
existing shareholders in order to avoid the relatively significant cost and
delay to the Company which would arise were the Company to make an open offer to
all shareholders to subscribe for new ordinary shares.
Reasons for the Placing and use of proceeds
As announced on 30 June 2006, the Company has made a strategic shift towards:
• the development of the Company's ASIC chip and patented technology - the
Company will seek to licence its patented technology to other consumer
electronic companies and/or toy companies. The Company entered into its
first licensing agreement with Radica Games Limited (which was recently
acquired by Mattel Inc.) earlier this year; and
• generating revenues from interactive DVD games.
The Directors believe that there is an opportunity to develop and market family
games for DVD players such as Lara Croft Tomb Raider - The Action Adventure, an
interactive DVD title that has been licensed and developed by the Company.
Lara Croft Tomb Raider - The Action Adventure will be available in retail
outlets in the United Kingdom from 6 November 2006, in retail outlets in various
countries in Europe from the end of November 2006 and in retail outlets in the
United States of America from early December 2006.
To take advantage of the perceived opportunity within the interactive DVD games
market, the Company is seeking to acquire additional licences and then design,
develop and market a range of new interactive DVD games based upon them. For
this purpose, the Company has conditionally raised £1.1 million (before
expenses) through the proposed issue of the Placing Shares at the Placing Price.
Details of the Placing
The Company is proposing to raise £1.1 million (before expenses) by the issue of
the Placing Shares at the Placing Price. Corporate Synergy Plc, as agent for the
Company, has agreed to use its reasonable endeavours to place the placing shares
at the Placing Price with institutional and other investors, subject to inter
alia the passing of the resolution at the extraordinary general meeting and the
Placing Shares being admitted to trading on AIM by 8:00 a.m. on 14 November 2006
or such later time and date as the Company and Corporate Synergy Plc may agree,
being not later than 8:00 a.m. on 28 November 2006. The Placing Price represents
a premium of 4.76 per cent. to the closing mid market price of 10.5 pence on AIM
as at 18 October 2006 (being the latest practicable date prior to the issue of
this announcement).
Pursuant to the terms of a placing agreement (the 'Placing Agreement') made
between the Company and Corporate Synergy Plc, Corporate Synergy Plc has agreed
to use its reasonable endeavours to place the Placing Shares with placees. The
Placing is conditional on the Placing Agreement having become unconditional and
not having been terminated in accordance with its terms prior to Admission. If
any of the conditions of the Placing Agreement are not fulfilled or waived on or
before 8:00 a.m. on 14 November 2006 (or such later time and date as the Company
and Corporate Synergy Plc may agree, being no later than 8:00 a.m. on 28
November 2006), the Placing will not become unconditional and the placing monies
will be returned to the placees, without interest, as soon as practicable
thereafter.
The Placing Shares will, when issued and fully paid, rank pari passu in all
respects with the existing issued ordinary shares, and are expected to be
admitted to trading on AIM on 14 November 2006.
Before the Placing, there were 20,450,078 ordinary shares in issue and,
following admission of the Placing Shares to trading on AIM, there will be
30,450,078 ordinary shares in issue. The Placing Shares are equivalent to
approximately 32.8 per cent. of the enlarged issued ordinary share capital.
Dominic Wheatley, chief executive officer of the Company, is subscribing for
909,090 Placing Shares pursuant to the Placing, representing approximately 9 per
cent. of the Placing Shares. Immediately following completion of the Placing, Mr
Wheatley will be interested in 5,705,102 ordinary shares, representing
approximately 18.7 per cent. of the Company's then issued share capital.
For further information please contact:
Dominic Wheatley / Ady Moores, Bright Things Plc: 0870 351 7770
David Seal, Corporate Synergy Plc: 020 7448 4400
This information is provided by RNS
The company news service from the London Stock Exchange