Conditional Placing & Notice of General Mee...
THE INFORMATION CONTAINED IN THIS FOR RELEASE, IS NOT FOR GENERAL PUBLICATION
OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA,
AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL
Independent Resources plc
('Independent Resources' or `the Company')
Conditional Placing & Notice of General Meeting
The Company is pleased to announce that it has conditionally raised £2.6
million (prior to expenses) through a placing of 4,263,000 ordinary shares of
1p each in the capital of the Company ("Placing Shares") at 60p per Placing
Share. The Placing Shares have been conditionally placed by Seymour Pierce with
institutional and other investors (the "Placing").
Grayson Nash LLC, in which Grayson Nash (Executive Chairman of Independent
Resources) is the majority shareholder, has agreed to subscribe for 200,000
Ordinary Shares. GAIA SRL, in which Roberto Bencini (Technical Director of
Independent Resources) is the majority shareholder, has agreed to subscribe for
20,000 Ordinary Shares. Alan Thomas, a Non Executive Director of Independent
Resources, has agreed to subscribe for 18,000 Ordinary Shares. The Directors,
in aggregate, have agreed to subscribe for 238,000 Ordinary Shares pursuant to
the Placing.
Janine Diana James, the wife of Timothy James (a Director of Independent
Resources), has agreed to subscribe for 20,000 Ordinary Shares. Following the
Placing, the Directors will be interested in approximately 28 per cent. of the
enlarged issued share capital.
The Placing is conditional on certain resolutions being passed at a general
meeting of the Company (the "GM" or "General Meeting") to be held at the
offices of Ashurst LLP, Broadwalk House, 5 Appold Street, London EC2A 2HA on 9
July 2010 at 11:00 am.
The business of the General Meeting will be to grant the Directors authority to
allot Ordinary Shares and to disapply pre-emption rights in connection with the
issue of the Placing Shares.
A Circular, Notice of GM and Proxy Form have been posted to Shareholders.
Additional copies of the Circular, Notice of GM and Proxy Form may be requested
directly from the Company. The documents are also available on the Company's
website, www.ir-plc.com.
Application will be made for the Placing Shares to be admitted to trading on
AIM, which is expected to commence on 12 July 2010. The Placing Shares will,
upon issue, rank pari passu in all respects with the existing issued Ordinary
Shares.
For further information contact:
Grayson Nash
Executive Chairman
Independent Resources plc: +39 02 3655 5960
Stewart Dickson
Seymour Pierce: +44 20 7107 8000
Allan Piper
Tavistock Communications Ltd: +44 20 7920 3150
This announcement does not constitute, or form any part of, an offer or an
invitation to purchase any securities.
In particular, these written materials are not an offer of securities for sale
in the United States. Securities may not be offered or sold in the United
States absent registration under the US Securities Act of 1933 (the "US
Securities Act") or an exemption therefrom. Independent Resources plc has not
registered and does not intend to register any of the new ordinary shares under
the US Securities Act. The new ordinary shares will not be offered or sold to
the public in the United States.
This announcement does not constitute an offer of, or the solicitation of any
offer to buy, any Ordinary Shares to any person in any jurisdiction to whom or
in which such offer or solicitation is unlawful. The distribution of this
announcement in certain jurisdictions may be restricted by law and therefore
persons into whose possession this announcement comes should inform themselves
about and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of such
jurisdiction.
Seymour Pierce Limited, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively for the Company as
nominated adviser and broker and for no one else in relation to the matters
described in this announcement and will not be responsible to anyone other than
the Company for providing the protections afforded to customers of Seymour
Pierce Limited or for providing advice in relation to the subject matter or
contents of this announcement.
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