Placing and capitalisation of certain liabilities

RNS Number : 0659U

Mirada PLC

15 December 2011

 



15 December 2011

mirada plc ("mirada" or "the Company")

(AIM: MIRA)

Placing and capitalisation of certain liabilities

mirada plc, the AIM-quoted audiovisual interaction specialist, is pleased to announce, the completion of an equity placing and a capitalisaton of certain creditor balances totalling, in aggregate, £1,066,794.  The placing,which was assisted by Rivington Street Corporate Finance, raised gross proceeds of £842,517 by the issue of 8,425,172 new ordinary shares of 1p each at a placing price of 10 pence ("the Placing").  In addition, certain creditors have agreed to capitalise, in aggregate, £224,277 into 2,242,766 new ordinary shares of 1p each, credited as fully paid at 10 pence per share (the "Capitalisation") (together "the Transaction").

The Transaction will help strengthen the Company's balance sheet with the net funds raised from the Placing to be used for working capital purposes, for ongoing investment in product development and to help fund mirada's expansion into overseas markets. 

Under AIM Rule 13 the participation in the Placing by Richard Alden (Non-Executive Chairman) and Francis Coles (Non-Executive Director), who are subscribing 314,187 new ordinary shares and 263,873 new ordinary shares respectively, are related party transactions for the purposes of the AIM Rules.  José Luis Vázquez and Rafael Martín Sanz consider, having consulted with Seymour Pierce Limited, that the terms of Richard Alden and Francis Coles participations in the Placing are fair and reasonable insofar as the Shareholders are concerned.

Under AIM Rule 13 the participation in the Capitalisaton by José Luis Vázquez (Chief Executive officer), who is subscribing 942,766 new ordinary shares, is a related party transaction for the purposes of the AIM Rules.  Rafael Martín Sanz, Javier Casanueva, Javier Herrero and Carlos Vizcayno consider, having consulted with Seymour Pierce Limited, that the terms of José Luis Vázquez's participation in the Capitalisation is fair and reasonable insofar as the Shareholders are concerned.

Following the Placing and the Capitalisation, Richard Alden, Francis Coles and José Luis Vázquez will have an interest in the following ordinary shares in the Company:

	Number of Transaction Shares	Number of shares following Transaction	Percentage of enlarged issued share capital of Company
Richard Alden	314,187	457,346	1.43%
Francis Coles	263,873	388,873	1.22%
José Luis Vázquez	942,766	2,123,008	6.64%

As part of the Placing, Naropa Cartera S.L.U. ("Naropa") and Baring Iberia II Inversion En Capital F.C.R. ("Baring") subscribed for new ordinary shares and have an interest in the following ordinary shares in the Company:

	Number of Placing Shares	Number of shares following Placing	Percentage of enlarged issued share capital of Company
Naropa*	3,733,878	7,552,467	23.62%
Baring	2,241,500	5,738,088	17.95%

*      Naropa is a wholly-owned subsidiary of Naropa Capital S.L., a company controlled by the Fernandez Fermoselle family. The Fernandez Fermoselle family also has a shareholding in Kasei 2000 S.L. which has an interest in 4,799,259 mirada ordinary shares. In aggregate, following the Transaction, the Fernandez Fermoselle family has an interest in 12,351,726 mirada ordinary shares representing approximately 38.63% of the enlarged issued share capital of mirada.

Javier Herrero (Non-Executive Director) and Carlos Vizcayno (Non-Executive Director) represent the interests of Naropa.  Javier Casanueva (Non-Executive Director) is a partner of Baring.  Under AIM Rule 13 the participation in the Placing by Naropa and Baring, who are subscribing for 3,733,878 new ordinary shares and 2,241,500 new ordinary shares respectively, are related party transactions for the purposes of the AIM Rules.  José Luis Vázquez and Rafael Martín Sanz consider, having consulted with Seymour Pierce Limited, that the terms of Naropa and Baring's participation in the Placing is fair and reasonable insofar as the shareholders are concerned.

Application has been made to the London Stock Exchange for admission of the 10,667,938 new ordinary shares to be issued pursuant to the Placing and the Capitalisation to be admitted to trading on AIM.  Admission is expected to occur on 21 December 2011.

For the purposes of the Disclosure and Transparency Rules, mirada's total issued share capital following the issue of the 10,667,938 new ordinary shares consists of 31,973,423 ordinary shares of 1 penny each.

The above figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, mirada, under the Disclosure and Transparency Rules.

Enquiries:

mirada plc José Luis Vázquez, CEO	[phone]
Seymour Pierce Limited Mark Percy (Corporate Finance) David Banks (Corporate Broking)	[phone]
Rivington Street Corporate Finance (Joint Broker) Jon Levinson	[phone]
Bishopsgate Communications Deepali Schneider, Natalie Quinn [e-mail]	[phone]

About mirada

mirada creates and manages services for digital TV platforms and broadcasters which enable consumers to interact with and purchase digital content on television, mobile, online and bespoke devices. mirada's products and solutions are used worldwide to deliver interactive TV, Video on Demand, digital marketing and payment services. Its products and services have been deployed by some of the biggest names in digital media and broadcasting including Sky, Virgin Media, BBC, ITV, France Telecom and Telefónica. Headquartered in London, mirada has commercial offices across Europe and Latin America and operates technical centres in the UK and Spain. For more information, visit www.mirada.tv.

 

END

 

 

MSCEAAASFFNFFFF