Schedule 1 - Maelor plc
April 10 2007 - 6:11AM
UK Regulatory
RNS Number:5886U
AIM
10 April 2007
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR
COMPANIES ("AIM RULES")
COMPANY NAME: Maelor plc
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :
Office Village,
Chester Business Park,
Chester CH4 9QZ
COUNTRY OF INCORPORATION: United Kingdom
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: www.maelor.plc.uk
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS
INVESTING STRATEGY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE
STATED:
Company business
Maelor is a specialist pharmaceuticals and medical devices company, focused in the critical care market. The
Company has expertise in developing and commercialising both pharmaceuticals and medical devices. The new
management team is committed to delivering the vision of establishing a significant business in specialist
hospital medicine, initially focused in the critical care sector. This vision will be realised through aggressive
acquisition, development and organic growth of late stage and launched products, to rapidly drive turnover and
profit.
Main Country of Operation
United Kingdom
Admission is sought in connection with a reverse take-over under Rule 14
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where
known, number and type of shares, nominal value and issue price to which it seeks admission and the number and
type to be held as treasury shares):
Re-Admission Existing Ordinary Shares of 10p each 34,280,833
New Ordinary shares of 10p each (at an issue price of10p) 90,000,000
Total number of Ordinary shares 124,280,833
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
fundraising #8 million, #12.4 million market capitalisation
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
10.5% (Directors and Vendors)
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE
COMPANY) ARE OR WILL BE ADMITTED OR TRADED:
not applicable / none
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known
or including any other name by which each is known):
John Gregory / Non-Executive Director
Tim Wright / Chief Executive Officer
Geoff McMillan / Non-Executive Chairman
Peter Murray / Non-Executive Director
Ann Hardy / Operations Director
Nigel Goldsmith / Finance Director
FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE
AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each
is known):
Significant Shareholders before Admission
As at date of this document
No. of Ordinary Shares % of issued share
capital
Chase Nominees Limited 6,124,812 17.9%
Barclayshare Nominees Limited 2,839,876 8.3%
TD Waterhouse Nominees (Europe) 2,518,495 7.3%
Capita Trust Company Limited 1,404,296 4.1%
HSDL Nominees Limited 1,061,877 3.1%
Significant Shareholders after Admission
As at date of this Immediately following the
document Acquisition, the Placing and
Admission
No. of % of issued No. of Ordinary % of issued
Ordinary share capital Shares share
Shares capital
State Street Nominees Limited - - 11,200,000 9.0%
MD Barnard & Co Limited - - 10,000,000 8.0%
HSBC Nominees Limited - - 6,500,000 5.2%
Chase Nominees Limited1 6,123,812 17.9% 6,123,812 4.9%
Brewin Nominees Limited - - 6,000,000 4.8%
JP Morgan Chase Nominees Limited 1 - - 5,000,000 4.0%
Pershing Keen Nominees Limited - - 4,900,000 3.9%
Heartwood Nominees Limited2 - - 3,200,000 2.6%
Barclayshare Nominees Limited 2,839,876 8.3% 2,839,876 2.3%
TD Waterhouse Nominees (Europe) Limited 2,518,495 7.3% 2,518,495 2.0%
Capita Trust Company Limited2 1,404,296 4.1% 1,404,296 1.1%
HSDL Nominees Limited 1,061,877 3.1% 1,061,877 0.9%
1 held as nominee for Bluehone Investors LLP
2 held as nominee for Close Investments Limited
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
none
(i) ANTICIPATED ACCOUNTING REFERENCE DATE 31 March
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED: 30
September 2006
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
30 September 2007, 30 December 2007, 30 September 2008
EXPECTED ADMISSION DATE:
First Admission on 8 May 2007 in relation to 70,005,833 Existing Ordinary and New VCT/EIS Shares
Second Admission on 9 May 2007 in relation to 44,275,000 Protected VCT and Non-VCT Shares
Third Admission on 10 May 2007 in relation to 10,000,000 Consideration Shares
NAME AND ADDRESS OF NOMINATED ADVISER:
Noble & Company Limited
120 Old Broad Street
London EC2N 1AR
NAME AND ADDRESS OF BROKER:
Noble & Company Limited
120 Old Broad Street
London EC2N 1AR
Lewis Charles Securities Ltd
4 - 7 Chiswell Street
London EC1Y 4UP
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION
DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
ADMISSION OF ITS SECURITIES:
Noble & Company Limited
120 Old Broad Street
London
EC2N 1AR
DATE OF NOTIFICATION: 10 April 2007
NEW/ UPDATE: NEW
This information is provided by RNS
The company news service from the London Stock Exchange
END
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