Information  X 
Enter a valid email address
  Print      Mail a friend       More announcements

Thursday 10 May, 2007

AIM

Schedule 1 -Blueheath Holding

AIM
10 May 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:
Blueheath Holdings PLC (to be changed to Booker Group plc, following approval at the EGM)
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES):

132 Upper Street, Islington, London, N1 1QP, United Kingdom
COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
NA
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:
Blueheath is a national delivered wholesaler using sophisticated, proprietary technology in the grocery wholesale
sector. Its main country of operation is the UK.



Blueheath Holdings PLC is currently admitted to trading on AIM and, as a result of the reverse takeover under
Rule 14, application will be made for their existing ordinary shares to be cancelled and the enlarged share
capital (encompassing the existing ordinary shares and the new ordinary shares) to be admitted to trading on AIM.
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):
The nominal value of the ordinary shares is 1p each

The number of new ordinary shares to be issued is 1,344,910,958

Total number of shares to be admitted to trading: 1,488,399,080
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
No new capital to be raised on Admission



Anticipated market capitalisation on Admission: TBC
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
Approximately 90%


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:


None

NA
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):
Current Directors

Richard Rose (Executive Chairman)
Mark Aylwin (Chief Executive Officer)
Simon Mindham (Chief Financial Officer)
John Hewett (Non-Executive Director)
Mark Naughton-Rumbo (Non-Executive Director)

Proposed Directors

Richard Rose (Non-Executive Chairman)

Charles Wilson (Chief Executive Officer)
Jonathan Prentis (Chief Financial Officer)
Kevin Lyon  (Non-Executive Director)
Hans Kristian Hustad  (Non-Executive Director)
Jim McMahon  (Non-Executive 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):


                                         Before Admission            Immediately following
                                                                           Admission
Name                                Number of     Percentage of    Number of    Percentage of
                                     Ordinary       Existing        Ordinary    Enlarged Share
                                      Shares     Ordinary Shares     Shares        Capital
Smedvig Capital                       39,569,600          27.58%     39,569,600          2.66%
Schroders plc                         38,905,078          27.11%     38,905,078          2.61%
Cazenove Capital Management           14,360,500          10.01%     14,360,500          0.96%
Limited
RIT Capital Partners plc               8,707,600           6.07%      8,707,600          0.59%
Artemis Investment Management          5,836,478           4.07%      5,836,478          0.39%
Limited
Milton ehf                                     0              0%    523,509,780         35.17%
The Governor and Company of                    0              0%    178,881,132         12.02%

the Bank of Scotland
Kaupthing Bank ht                              0              0%    121,957,877          8.19%
Charles Wilson                                 0              0%    121,041,986          8.13%
TBH Trading Limited                            0              0%    110,600,659          7.43%
Kevin Stanford                                 0              0%     73,733,771          4.95%




NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:


None
(i)                  ANTICIPATED ACCOUNTING REFERENCE DATE





(ii)                DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED





(iii)               DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
i) 52 week periods ending on or around 31st March



ii) Blueheath Holdings PLC



The interim period ended 2 September 2006



Giant Topco Limited



An estimate for the period to 30 March 2007



iii) Following the proposed change in the Company's accounting reference date:



30 September 2007 (annual accounts to financial year ended 30 March 2007)

15 December 2007 (interim accounts to half-year ended 15 September 2007)

28 September 2008 (annual accounts to financial year ended 28 March 2008)


EXPECTED ADMISSION DATE:
4 June 2007
NAME AND ADDRESS OF NOMINATED ADVISER:


Investec Investment Banking

A division of Investec Bank (UK) Ltd

2 Gresham Street

London, EC2V 7QP
NAME AND ADDRESS OF BROKER:




Investec Securities

A division of Investec Bank (UK) Ltd

2 Gresham Street

London, EC2V 7QP
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:
Taylor Wessing LLP

50 Victoria

Embankment

Blackfriars

London EC4Y 0DX
DATE OF NOTIFICATION:
10 May 2007
NEW/ UPDATE:
New




                      This information is provided by RNS
            The company news service from the London Stock Exchange