Proposed Placing

Mondas PLC 14 July 2003 Mondas PLC ('Mondas' or 'the Company') Proposed Placing by Teather & Greenwood Limited of 5,000,000 new Ordinary Shares at 30 pence per share Mondas PLC today announces a proposed placing of 5,000,000 new ordinary shares representing 23.7 per cent. of the existing issued ordinary share capital of the Company, at a price of 30p per share (the 'Placing Price') to raise £1,500,000 gross (approximately £1.425 million net of expenses) (the 'Placing'). The proceeds of the Placing will be used to accelerate Mondas's product development plan and to expand into other markets. The Placing is conditional upon shareholder approval which is to be sought at an Extraordinary General Meeting ('EGM') of the Company convened for 8 August 2003, notice of which is set out in a circular ('Circular') to shareholders to be posted later today. Background and reasons for the Placing In the Chairman's statement announced with the preliminary results on 25th June, 2003, we described the encouraging trading which we experienced in the second half of the year ended 30th April, 2003, achieving our best operating results to date, posting record revenues and operating profits with substantial cash generation. Also described was how the business of Mondas is now organised into two discrete business units, namely the Banking and Securities Business Unit and the Resource Business Unit, which concentrates on the Public and Commercial Sectors providing the Resource accounting and financial software solution. In the Chairman's statement it was stated that the Board believed opportunities faced the Company which would enable it to expand both organically and by acquisition. Following the announcement of the preliminary results, our flagship corporate actions product, Radica CAPS, led Mondas to be assessed by an independent panel of user experts at the 2003 City Compass Benchmarking event, 'as the leading supplier of Corporate Actions systems for Asset Managers and Broker Dealers'. Our customer list now includes Credit Suisse First Boston (Europe) Limited, Credit Suisse Asset Management, GNI, Man Securities, Close Wealth Management and Brewin Dolphin. Following this assessment the Directors believe the Company has an opportunity to take Radica CAPS into other markets, including Global Custody and overseas markets, in particular the United States where specific opportunities exist with large financial organisations. To capitalise on these opportunities we now need to accelerate plans. At the same time we need to augment our local implementation and support services in these overseas markets. The Directors recognise that development of these opportunities can involve protracted negotiations and investment during the sales cycle. The Directors have recognised for some time that additional equity capital would be necessary to pursue these objectives and address the issues just described. The Placing will broaden our institutional shareholder base and enhance our financial strength, particularly when being viewed as a vendor of major systems. We also believe that small complementary acquisition opportunities exist in our market place, particularly for those companies with the resources to exploit them. Current trading On 25th June, 2003 the Company announced its preliminary results for the year ended 30th April 2003, which showed a turnover of £3.71 million an operating loss before goodwill amortisation and depreciation of £680,000 and a loss before taxation but after goodwill amortisation and depreciation of £2.22 million. The results for the year are set out in full in the 2003 Annual Report and Accounts, which are to be enclosed with the Circular. The Company is also pleased to announce today that the Resource Business Unit has won two further assignments in the health and education sectors. The Orkney NHS Trust contract is worth approximately £80,000 and the University of Wales Registry £40,000. The Placing The Company is proposing to raise £1.5 million gross (approximately £1.425 million net of expenses) by the issue of 5,000,000 new Ordinary Shares at the Placing Price, (representing 23.7 per cent. of the Existing Ordinary Shares) to institutional, and other clients of, Teather & Greenwood. The Placing Price represents a premium of approximately 3.45 per cent. to the closing mid-market price of the Ordinary Shares on 11th July, 2003 The net proceeds of the Placing will amount to approximately £1.425 million, which will provide working capital for the Company. The Placing is conditional on the passing of the resolutions ('Resolutions') to be proposed at the EGM. Pursuant to a Placing Agreement, Teather & Greenwood has agreed to use its reasonable endeavours to procure placees for the Placing Shares at the Placing Price. The Placing Agreement is conditional on, inter alia, the passing of the Resolutions and admission to trading of the Placing Shares on AIM. The Placing is not underwritten. The new Ordinary Shares will not be offered generally to shareholders, whether on a pre-emptive basis or otherwise. The Directors believe that the additional cost and delay to which a rights issue or an open offer would entail, would not be in the best interests of the Company in the circumstances, given the relative size of the Placing. Application will be made for the Placing Shares to be admitted to trading on AIM and dealings are expected to commence on 11th August, 2003. Recommendation The directors unanimously believe that the Proposals are in the best interests of the Company and its Shareholders and recommend that shareholders vote in favour of the Resolutions, as they intend to do in respect of their aggregate shareholding of 6,500,246 Ordinary Shares, representing approximately 30.8 per cent of the issued share capital of the Company. EGM Notice of the EGM is set out in the Circular which is beheld at the offices of John East & Partners Limited, Crystal Gate, 28-30 Worship Street, London EC2A 2AH on 8th August, 2003, at 10.35 a.m. (or as soon thereafter as the Annual General Meeting convened for 10.30 a.m. on the same date and at the same place shall have been concluded or adjourned). 14 July 2003 ENQUIRIES: Mondas PLC Tel: 020 7392 1302 Ian Selby, Finance Director Teather & Greenwood Tel: 020 7426 9000 Stephen Austin John East & Partners Tel: 020 7628 2200 Simon Clements College Hill Tel: 020 7457 2020 Matthew Smallwood This information is provided by RNS The company news service from the London Stock Exchange
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