Convertible loan and warrants

Rotala PLC 14 June 2006 Rotala plc ('Rotala' or 'the Company') Convertible loan notes and warrants The Company announces that on 14 June 2006 it has issued £250,000 of convertible loan notes ('Loan Notes') to John Gunn, the non-executive chairman of the Company, Renate Gunn (John Gunn's wife), the trustees of the Ingrid Croft Trust and the trustees of the Natalie Haynes Trust, (the beneficiaries of these Trusts are adult daughters of John Gunn). The Loan Notes have been issued in the following proportions: John Gunn £120,000 Renate Gunn £80,000 Trustees of the Ingrid Croft Trust £30,000 Trustees of the Natalie Haynes Trust £20,000 In accordance with the terms of the arrangement, the Company has issued an aggregate of 2,500,000 unlisted warrants over ordinary shares of 1p each in the Company (the 'Warrants') in the following proportions: Warrants John Gunn 1,200,000 Renate Gunn 800,000 Trustees of the Ingrid Croft Trust 300,000 Trustees of the Natalie Haynes Trust 200,000 The funds raised by the issue of the Loan Notes will be used to finance the acquisition of further vehicles and to augment the working capital of the company. The summer months are the busiest of the year and short-term private hire work has increased (to a degree associated with the football world cup). Also, on the aviation side of the business, airline customers have entered their summer schedules, with increased frequencies and more crew movements, which in turn lead to more demand for the company's services, particularly in relation to contracts which are new this year. The Loan Notes entitle the holders to an annual 8 per cent. coupon, payable on 31 December 2006 and 30 June 2007. The Loan Notes are repayable or convertible into ordinary shares at the option of the holder at a price of 1.6p per ordinary share in the Company on 30 June 2007. The Warrants are exercisable at the option of the holder at any time between 30 June 2006 and 30 June 2011. Each Warrant entitles a holder to one ordinary share and is exercisable at 1.6p per ordinary share. The number of ordinary shares in the Company currently in issue is 288,641,027, of which John Gunn and persons connected with him hold 49,712,000 ordinary shares, being 17.22 per cent. of the issued ordinary share capital. Assuming that all of the Warrants are exercised and each Loan Note holder elects to convert his or her Loan Notes into ordinary shares, the issued ordinary share capital of the Company would be 306,766,027 ordinary shares, of which John Gunn and his connected persons would hold 67,837,000 ordinary shares, being 22.11 per cent. of the issued ordinary share capital. The directors, with the exception of John Gunn, consider, having consulted with the Company's nominated adviser, Corporate Synergy Plc, that the terms of this transaction are fair and reasonable insofar as the shareholders of the Company are concerned. Enquiries: Corporate Synergy Plc 020 7448 4400 Rhod Cruwys David Seal Rotala plc 0121 322 2370 Kim Taylor Notes to Editors: The Company was admitted to trading on AIM on 29 March 2005, having been incorporated on 21 January 2005, to invest in the parking and transportation sectors. In the transport sector, the Board anticipated that opportunities would arise in the provision of bus services, chauffeur-drive services and integrated ground transportation. In the Company's admission document dated 11 March 2005 the Board stated its intention to complete the Company's first acquisition within six months of Admission and in August 2005 it agreed the acquisition of the Flights Group of companies. The Flights Group comprises three companies: Flights Hallmark, Flights Corporate Transfers and FH Transport. Flights Hallmark is a mature coach and bus business formed through the acquisition and amalgamation of a number of businesses. Its main activities include the provision of dedicated transport solutions for a range of corporate customers, the operation of various shuttle bus services and a substantial coach hire business. Flights Corporate Transfers operates chauffeur driven cars, particularly relating to transport to and from UK airports, for a range of airlines and airline-related customers. The third company, FH Transport, does not currently trade, but holds certain contracts with customers relating to the business operated by the other members of the Flights Group. This information is provided by RNS The company news service from the London Stock Exchange EEKEFE

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Rotala (ROL)
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