Mercury Group PLC
16 May 2006
MERCURY GROUP PLC
('Mercury' or 'the Company')
Issue of Shares
Mercury announces the issue and allotment of a total of 6,481,049 new Ordinary
Shares of 1.0p each in the share capital of the Company to the vendors of
Navitas Hemway Limited (including certain Directors of Mercury), representing
the final payment of the deferred purchase price as agreed at the time of
acquisition in December 2005. The issue price of the new Ordinary Shares is
9.166p per share, representing the average closing price per share on the first
and last Friday of each of the three months prior to the date of allotment. The
deferred consideration has an aggregate value equal to the net profit of Navitas
Hemway Limited for the year ended 30 September 2005 and has been calculated in
accordance with the terms of the Navitas Hemway Sale & Purchase Agreement dated
3 December 2004, as referred to in the Company's announcement of 3 December
2004, details of which were included in the Company's AIM Admission Document of
the same date. The acquisition of Navitas Hemway was approved by shareholders on
29 December 2004.
As a result, the beneficial interests of certain Directors have increased as follows:
Former Former holding Shares issued Revised Holding as % of
holding as % of former as consideration Holding current issued
issued share for Navitas share capital
capital Hemway
David J Williams
(Note 1) 4,599,365 4.32% 1,127,119 5,726,484 5.07%
Anthony McFarland
(Note 2) 2,540,591 2.39% 2,879,855 5,420,374 4.80%
These new Ordinary Shares will rank pari passu in all respects with the existing
share capital in the Company. This issue of shares takes the revised number of
shares in issue to 112,975,684. Application has been made for the new Ordinary
Shares to be admitted to trading on AIM. It is anticipated that Admission will
become effective on 19 May 2006.
Note 1: Mr Williams' holding is registered in his own name.
Note 2: 189,000 of these Ordinary Shares are registered in the name of JTM
Holdings Limited, 360,000 are registered in the name of Malvay Limited, and
1,800,591 are registered in the name of Paradene Limited.
Paradene Limited is the allottee of the 2,879,855 ordinary shares newly issued
by way of deferred consideration for the acquisition of Navitas Hemway. Mr A
McFarland is the sole beneficial owner of Paradene Limited and has a beneficial
interest of 23.78 per cent. in JTM Holdings and Malvay Limited is a wholly owned
subsidiary of JTM Holdings Limited.
Holdings registered in the names of JTM Holdings Limited and Malvay Limited have
been treated as part of Mr McFarland's notifiable interest in their entirety.
The balance of 191,000 Ordinary Shares beneficially held by Mr A McFarland is
registered in his own name.
Enquiries :
Simon H Michaels Mercury Group plc 020 7422 6585
Finance Director
Katie Tzouliadis Biddicks 020 7448 1000
This information is provided by RNS
The company news service from the London Stock Exchange
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