Placing, Change of Investing Policy and EGM - 18 November 2011

RUBICON DIVERSIFIED INVESTMENTS PLC

PLACING, CHANGE OF INVESTING POLICY AND EGM

RNS Number : 3366S

18 November, 2011

 

RUBICON DIVERSIFIED INVESTMENTS PLC

('Rubicon' or the 'Company')

 

PLACING, CHANGE OF INVESTING POLICY AND EGM

The Directors of Rubicon (AIM:RUBI) are pleased to announce that the Company has raised £400,000 by way of a firm placing of 4,000,000 Ordinary Shares and a conditional placing of 36,000,000 Ordinary Shares each at 1 penny per share (the “Placing Price”) with Lonrho PLC and certain high net worth individual investors.

Each placee has agreed to take the same proportion of the firm placing and the conditional placing.

The conditional placing is conditional only on the passing of various resolutions at a general meeting of the Company's shareholders ('GM') to be convened pursuant to a notice incorporated within a shareholder circular that will be published and dispatched this morning ('Circular') and admission of the new ordinary shares to AIM. As further detailed in the Circular, the GM will be held on 13 December 2011 and it is expected that the new ordinary shares will be admitted and that dealings will commence with effect from 24 November 2011 in respect of the firm placing shares and 14 December in respect of the conditional placing shares.

The Placing Price represents a premium of approximately 25 per cent. to the closing mid-market price of 0.8 pence per ordinary share on 17 November 2011, the latest practical date prior to publication of the Notice convening the GM. The placing shares will represent approximately 53.7 per cent. of the issued ordinary share capital of the Company as enlarged by the placing.  Following completion of the conditional placing Lonrho PLC will hold approximately 12.7 per cent. of the issued ordinary share capital of the Company as enlarged by the placing.

The proceeds of the placing will be used to enable the Company to undertake due diligence on identified potential investment opportunities consistent with its proposed new investing policy of seeking an acquisition or acquisitions in the global aviation and aviation services sector with a particular focus on Africa, and for working capital purposes.

Assuming that the various resolutions are passed at the GM, Mr David Lenigas and Mr Geoffrey White, respectively Executive Chairman and Chief Executive Officer of Lonrho PLC, will join the Board of Directors of the Company.

At the GM there will be proposed the following resolutions, as more particularly described in the Circular:

  • an ordinary resolution to give the Directors authority to allot securities in the capital of the Company up to an aggregate nominal amount of £6,500,000;
  • a special resolution to dis-apply the statutory pre-emption rights over the securities that the Directors are authorised to allot;
  • an ordinary resolution to adopt and implement the new investing policy of seeking an acquisition or acquisitions in the global aviation and aviation services sector with a particular focus on Africa;
  • an ordinary resolution to approve the grant of options over 6,000,000 Ordinary Shares to the current Directors of the Company; and
  • an ordinary resolution to approve the appointment of David Lenigas and Geoffrey White as Directors.

A copy of the Circular will, in accordance with the AIM Rules for Companies, be available for download at the following website address: www.rubicondiv.co.uk.

Speaking today in relation to the placing, the Company's Chairman, Robert Burnham, said:

'We are delighted to announce this significant step forward in the strategy of Rubicon.  We are particularly pleased to be initiating a relationship with Lonrho PLC to focus on investments in the global aviation and aviation services sector which we believe has excellent opportunities for us to exploit.  We are proud to welcome David Lenigas and Geoffrey White to the Board, and we look forward to working with them through a period of intensive due diligence activity as we progress our new investing policy.  We are confident that in the coming months, assisted by our new shareholders and Board members, we will be able to identify one or more suitable opportunities for acquisition, and we look forward to building the Company into a significant participant in the global aviation and aviation services sector.'

 

Posted on 18th November 2011