AIM Schedule 1 - Management Resource Solutions plc (1779M)
January 18 2016 - 6:11AM
UK Regulatory
TIDMMRS
RNS Number : 1779M
AIM
18 January 2016
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT
PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2
OF THE AIM RULES FOR COMPANIES ("AIM RULES")
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COMPANY NAME:
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Management Resource Solutions plc ("MRS" or
"Company")
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT,
COMPANY TRADING ADDRESS (INCLUDING POSTCODES)
:
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Registered address:
1 Arbrook Lane
Esher Surrey KT10 9EG
Trading address (existing business)
Suite 30402, Tower 3, Level 4
9 Lawson Street
Southport, QLD 4215
Australia
Trading address (business being acquired)
15 Turley Street,
West Ipswich, QLD, 4305
Australia
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COUNTRY OF INCORPORATION:
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England and Wales
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION
REQUIRED BY AIM RULE 26:
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www.mrsplc.net
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COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF
OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY,
DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION
IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER
UNDER RULE 14, THIS SHOULD BE STATED:
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MRS supplies technical and strategic services
in the oil & gas, construction and resources
industries. The business was formed in 2007
as a provider of quality assurance and data
management services but has since expanded to
offer a diverse range of services. Today, MRS
operates in 2 core arenas: project management
and contract personnel. Project Management
MRS provides a fully managed service that includes
engineering design, procurement, fabrication,
site construction and commissioning. Facilities
experience includes full site services involving
civil, welding, structural, mechanical and piping.
Specific project work involves oil & gas and
fuel storage tanks, ancillary piping, pipelines
and associated works.
Contract Personnel MRS supplies personnel to
tier-one companies in the construction, energy,
oil & gas, aviation and mining & resource industries.
Clients engage MRS' contract personnel services
in two ways, either engaging our consultants
for a direct placement fee or utilising our
full payroll and support system.
MRS is proposing to acquire Bachmann Plant Hire
Pty Ltd ("Bachmann") for a cash consideration
of up to A$13.4 million. The acquisition of
Bachmann is classified as a reverse transaction
under the AIM Rule 14 and accordingly requires
the approval of shareholders at a general meeting
to be held on 28 January 2016.
Bachmann is a bulk earthworks specialist with
over fifty years of operating history providing
civil construction services in Queensland, Australia.
They provide "wet" plant hire (whereby Bachmann
supplies both equipment and operators) to a
variety of clients in the civil and earthworks
sectors and currently employ over 100 staff
with a fleet of in excess of 200 vehicles (includes
scrapers, dozers, excavators, compactors, graders,
dump trucks and water trucks.
Bachmann have numerous long term contracts with
a wide base of corporate and public sector clients
in the oil & gas, mining, civil engineering,
infrastructure and construction sectors, including
BMD Construction, Pensar Civil and DAC Constructions,
as well as local government.
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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):
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32,816,682 ordinary shares of EUR0.01 each
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
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nil
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS
AT ADMISSION:
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63.3%
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DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM
TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED
TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS
AIM SECURITIES) ADMITTED OR TRADED:
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none
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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):
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Paul Anthony Morffew, Chief Executive
Murray Howard d'Almeida, Chairman
Timothy Stephen Jones, Finance Director
Christopher John Berkefeld, proposed Non-executive
Director (from admission)
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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):
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Before and following admission:
Paul Morffew 46.2%
(held as to 46% in the name of SCOPN Pty Ltd,
a company controlled by Paul Morffew and Santina
Morffew, 0.2% held in his own name and 0.00005%
held in the name of Santina Morffew)
Daniela Athan 16.6%
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE
WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
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none
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(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION
IN THE ADMISSION DOCUMENT HAS BEEN PREPARED
(this may be represented by unaudited interim
financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST
THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
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(i) 30 June
(ii) 30 June 2015
(iii) 31 March 2016, 31 December 2016, 31 March
2017
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EXPECTED ADMISSION DATE:
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1 February 2016
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NAME AND ADDRESS OF NOMINATED ADVISER:
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Northland Capital Partners Limited
131 Finsbury Pavement
London EC2A 1NT
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NAME AND ADDRESS OF BROKER:
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Northland Capital Partners Limited
131 Finsbury Pavement
London EC2A 1NT
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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:
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The AIM Admission Document containing full details
of MRS and the admission of MRS' securities
will be available on the Company's website,
www.mrsplc.net and from the offices of Northland
Capital Partners Limited, 131 Finsbury Pavement,
London EC2A 1NT
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DATE OF NOTIFICATION:
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18 January 2016
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NEW/ UPDATE:
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New
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This information is provided by RNS
The company news service from the London Stock Exchange
END
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