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SEO Stanelco

0.12
0.00 (0.00%)
20 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Stanelco LSE:SEO London Ordinary Share GB0005814198 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.12 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Schedule 1 - Stanelco PLC

14/06/2010 12:40pm

UK Regulatory



 

TIDMSEO 
 
RNS Number : 5650N 
AIM 
14 June 2010 
 

 
+------------------------------------------------------------------+ 
| 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:                                                    | 
+------------------------------------------------------------------+ 
| Stanelco plc (to be renamed "Biome Technologies plc" upon        | 
| admission)                                                       | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY      | 
| TRADING ADDRESS (INCLUDING POSTCODES) :                          | 
+------------------------------------------------------------------+ 
| Starpol Technology Centre, North Road, Marchwood, Southampton,   | 
| Hampshire, SO40 4BL                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COUNTRY OF INCORPORATION:                                        | 
+------------------------------------------------------------------+ 
| England & Wales                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY   | 
| AIM RULE 26:                                                     | 
+------------------------------------------------------------------+ 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN    | 
| THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING       | 
| POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE    | 
| TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:                  | 
+------------------------------------------------------------------+ 
|                                                                  | 
| Stanelco currently has two divisions: bioplastics and RF         | 
| applications. Bioplastics, which represented approximately 93    | 
| per cent. of Group revenues for the year ended 31 December 2009, | 
| owns, develops and produces a range of biodegradable and         | 
| sustainable bioplastic resins that substitute existing oil based | 
| materials in the production of plastics. RF applications         | 
| exploits the heating properties of high frequency                | 
| electro-magnetic fields and is established as a leading supplier | 
| of RF furnaces to the optical fibre market.                      | 
|                                                                  | 
| The bioplastics division comprises, Biome Bioplastics, a direct  | 
| subsidiary of Stanelco, responsible for the development and sale | 
| of the Group's new bioplastic products, and Biotec, a 50/50      | 
| joint venture with SPhere, which manufactures the bioplastic     | 
| resins and owns the original product patents.                    | 
|                                                                  | 
| The Company's main country of operation is in the United         | 
| Kingdom.                                                         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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):                                                         | 
+------------------------------------------------------------------+ 
| 5,884,866,333 Ordinary Shares of 0.1 pence each.  There are no   | 
| restrictions as to transfer of the securities                    | 
|                                                                  | 
+------------------------------------------------------------------+ 
| CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND            | 
| ANTICIPATED MARKET CAPITALISATION ON ADMISSION:                  | 
+------------------------------------------------------------------+ 
| Capital to be raised: nil                                        | 
| Anticipated market capitalisation: GBP7.65 million*              | 
|                                                                  | 
| * - at 0.13 pence per share, being the closing price on 11 June  | 
| 2010.                                                            | 
|                                                                  | 
+------------------------------------------------------------------+ 
| PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:   | 
+------------------------------------------------------------------+ 
| Approximately 12%                                                | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE   | 
| AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES  | 
| (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:               | 
+------------------------------------------------------------------+ 
| N/a                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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):                          | 
+------------------------------------------------------------------+ 
| John Francis Standen (Non-executive Chairman)                    | 
| Paul Robert Mines (Chief Executive)                              | 
| Susan Jane Bygrave (Group Finance Director)                      | 
| Elizabeth Jill Filkin (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*:                                               | 
| TD Waterhouse, Stockbrokers           11.48%                     | 
| Barclays plc                                        8.46%        | 
| Schroders                                           5.94%        | 
| HDSL, Stockbrokers                           5.73%               | 
| Self Trade, Stockbrokers                    5.44%                | 
| Hargreaves Landsdown AM                4.17%                     | 
| HSBC Private Bank                            3.21%               | 
| Charles Stanley, Stockbrokers           3.22%                    | 
|                                                                  | 
| * - these percentages are stated prior to completion of the      | 
| Company's Firm Placing and Placing and Open Offer, as announced  | 
| on 27 May 2010 (the "Placing").                                  | 
|                                                                  | 
| Application has been made for the 2,806,525,416 New Ordinary     | 
| Shares of the Company to be issued pursuant to the Placing to be | 
| admitted to the Official List and to trading on the main market  | 
| of the London Stock Exchange, and dealings in such shares are    | 
| expected to commence on 15 June 2010.  A further schedule 1      | 
| announcement will be released following admission of these       | 
| shares to reflect any changes to significant shareholders in the | 
| Company.                                                         | 
|                                                                  | 
| Following Admission:                                             | 
| As above                                                         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE | 
| 2, PARAGRAPH (H) OF THE AIM RULES:                               | 
+------------------------------------------------------------------+ 
|                                                                  | 
|                             (i)           Introduction Fee       | 
|                             Agreement with Dorcas Ventures       | 
|                             Limited                              | 
|                                                                  | 
|                             The Company engaged Dorcas Ventures  | 
|                             Limited ("DVL") pursuant to a letter | 
|                             agreement dated 23 April 2010 to     | 
|                             introduce placees in connection with | 
|                             the Placing. In consideration for    | 
|                             this service, the Company agreed to  | 
|                             pay DVL a commission of 10 per cent. | 
|                             of the aggregate gross amount        | 
|                             subscribed by such placees ("DVL     | 
|                             Placed Shares"). This agreement is   | 
|                             conditional upon the Placing         | 
|                             Agreement between the Company and    | 
|                             Singer Capital Markets Limited dated | 
|                             26 May 2010 becoming unconditional   | 
|                             in all respects.                     | 
|                                                                  | 
|                             (ii)          Introduction Fee       | 
|                             Agreement with Hybridan              | 
|                                                                  | 
|                             On 6 May 2010, the Company appointed | 
|                             Hybridan LLP ("Hybridan") to act as  | 
|                             placing agent, pursuant to which     | 
|                             Hybridan agreed to introduce certain | 
|                             prospective investors in the Issue,  | 
|                             to the Company and Singer (the       | 
|                             "Hybridan Placees").                 | 
|                                                                  | 
|                             In consideration of the introduction | 
|                             of such prospective investors, the   | 
|                             Company agrees to pay Hybridan a     | 
|                             commission on completion of the      | 
|                             Issue (the "Hybridan Commission").   | 
|                             The Hybridan Commission shall be an  | 
|                             amount equal to six per cent. of all | 
|                             the aggregate gross amount           | 
|                             subscribed for New Ordinary Shares   | 
|                             by the Hybridan Placees (or seven    | 
|                             per cent. in the event that the      | 
|                             amount subscribed for New Ordinary   | 
|                             Shares by the Hybridan Placees       | 
|                             exceeds GBP1,000,000).               | 
|                                                                  | 
|                             (iii)          Introduction Fee      | 
|                             Agreement with Jessica Field and     | 
|                             Olivia Field                         | 
|                                                                  | 
|                             The Company engaged Jessica Field    | 
|                             and Olivia Field pursuant to a       | 
|                             letter agreement dated 18 May 2010   | 
|                             to introduce placees in connection   | 
|                             with the Placing. In consideration   | 
|                             for this service, the Company agreed | 
|                             to pay Jessica Field and Olivia      | 
|                             Field collectively a commission of   | 
|                             10 per cent. of the aggregate gross  | 
|                             amount subscribed by such placees    | 
|                             ("Field Placed Shares"). This        | 
|                             agreement is conditional upon the    | 
|                             Placing Agreement becoming           | 
|                             unconditional in all respects.       | 
|                                                                  | 
+------------------------------------------------------------------+ 
|                         (i)         ANTICIPATED ACCOUNTING       | 
|                         REFERENCE DATE                           | 
|                         (ii)        DATE TO WHICH THE MAIN       | 
|                         FINANCIAL INFORMATION IN THE ADMISSION   | 
|                         DOCUMENT HAS BEEN PREPARED (this may be  | 
|                         represented by unaudited interim         | 
|                         financial information)                   | 
|                         (iii)       DATES BY WHICH IT MUST       | 
|                         PUBLISH ITS FIRST THREE REPORTS PURSUANT | 
|                         TO AIM RULES 18 AND 19:                  | 
+------------------------------------------------------------------+ 
|                         (i)         31 December                  | 
|                         (ii)        N/A - a prospectus dated 27  | 
|                         May 2010 contains financial information  | 
|                         for the three years ended 31 December    | 
|                         2009 (incorporated by reference)         | 
|                         (iii)       30 September 2010            | 
|                         (half-yearly report)                     | 
|                         30 June 2011 (annual report & accounts)  | 
|                                     30 September 2011            | 
|                         (half-yearly report)                     | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| EXPECTED ADMISSION DATE:                                         | 
+------------------------------------------------------------------+ 
| 13 July 2010                                                     | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAME AND ADDRESS OF NOMINATED ADVISER:                           | 
+------------------------------------------------------------------+ 
|                                                                  | 
| Singer Capital Market Limited, One Hanover Street, London W1S    | 
| 1AX                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAME AND ADDRESS OF BROKER:                                      | 
+------------------------------------------------------------------+ 
|                                                                  | 
| Singer Capital Market Limited, One Hanover Street, London W1S    | 
| 1AX                                                              | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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: | 
+------------------------------------------------------------------+ 
| N/A                                                              | 
|                                                                  | 
| A prospectus containing a shareholder circular dated 27 May 2010 | 
| has been published in connection with the applicant's Firm       | 
| Placing and Placing and Open Offer and proposed move to AIM is   | 
| currently available on the applicant's website:                  | 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DATE OF NOTIFICATION:                                            | 
+------------------------------------------------------------------+ 
|                                                                  | 
| 14 June 2010                                                     | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NEW/ UPDATE:                                                     | 
+------------------------------------------------------------------+ 
| New                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:              | 
+------------------------------------------------------------------+ 
|                                                                  | 
+------------------------------------------------------------------+ 
| THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S | 
| SECURITIES HAVE BEEN TRADED:                                     | 
+------------------------------------------------------------------+ 
| Official List of the FSA pursuant to Part VI of the FSMA         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO      | 
| TRADED:                                                          | 
+------------------------------------------------------------------+ 
| 30 December 1996                                                 | 
|                                                                  | 
+------------------------------------------------------------------+ 
| CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE        | 
| APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS   | 
| INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR   | 
| DETAILS OF WHERE THERE HAS BEEN ANY BREACH:                      | 
+------------------------------------------------------------------+ 
| The Applicant confirms that it has adhered to any legal and      | 
| regulatory requirements involved in having its securities traded | 
| upon the Official List of the FSA and the Main Market of the     | 
| London Stock Exchange                                            | 
|                                                                  | 
+------------------------------------------------------------------+ 
| AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR            | 
| ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST  | 
| TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED)    | 
| ARE AVAILABLE:                                                   | 
+------------------------------------------------------------------+ 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION          | 
| INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS   | 
| INVESTING STRATEGY:                                              | 
+------------------------------------------------------------------+ 
| Stanelco's intended strategy is to continue to develop and       | 
| broaden its underlying bioplastics                               | 
| business organically through the exploitation of higher value    | 
| areas where the properties of bioplastic materials are most      | 
| suitable and valued. For the avoidance of doubt, Stanelco will   | 
| not seek to address all conventional uses of oil-based plastics. | 
|                                                                  | 
| Stanelco's development work will seek not only to enhance the    | 
| functional characteristics of its products but also to reduce    | 
| the cost base of these materials in order to improve margins     | 
| generated. Stanelco's products will also continue to have high   | 
| levels of renewable constituents while also providing recycling  | 
| or composting characteristics as required by each market. The    | 
| Group will continue to seek to protect its existing intellectual | 
| property in a robust manner and will seek to protect new         | 
| developments through patents and confidentiality in an           | 
| appropriate manner.                                              | 
|                                                                  | 
| Stanelco has also invested in sales representation in the North  | 
| America over the last 20 months ad intends to continue           | 
| aggressive development of this market, which has a strong focus  | 
| on renewable content for materials.                              | 
|                                                                  | 
| Biome Bioplastics will be utilised as the industrial brand for   | 
| the development of the bioplastics business and Stanelco's       | 
| commercial and technical development will continue to take place | 
| within this wholly owned subsidiary. The Biotec joint venture    | 
| will continue to be optimised for supporting the manufacturing   | 
| scale-up of existing and new products.                           | 
|                                                                  | 
| Stanelco will continue to develop the RF business in-line with   | 
| its re-emergence as a small scale OEM engineering business.      | 
| Opportunities will also be sought to accelerate the business to  | 
| a meaningful scale or to realise best value for Shareholders.    | 
|                                                                  | 
| The Board has also examined all operational savings that can be  | 
| made in order to underline to Shareholders its belief that the   | 
| current development strategy is working and will continue to do  | 
| so. In support of its growth strategy the Directors will reduce  | 
| their remuneration packages during this period of cash           | 
| constraint by approximately 30 per cent. following successful    | 
| completion of the Proposals, and make further staff cost         | 
| reductions. These savings will reduce the cash burn in respect   | 
| of central costs by approximately GBP0.3 million per annum.      | 
|                                                                  | 
+------------------------------------------------------------------+ 
| A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING  | 
| POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF   | 
| THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN | 
| PUBLISHED:                                                       | 
+------------------------------------------------------------------+ 
| There has been no significant change in the financial or trading | 
| position of the applicant since 31 December 2009, the end of the | 
| last period for which audited financial statements have been     | 
| published.                                                       | 
|                                                                  | 
+------------------------------------------------------------------+ 
| A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON   | 
| TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP | 
| WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF | 
| ITS ADMISSION:                                                   | 
+------------------------------------------------------------------+ 
| The Directors of Stanelco plc have no reason to believe that the | 
| working capital available to it or its group will be             | 
| insufficient for at least twelve months from the date of its     | 
| admission.                                                       | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE    | 
| AIM RULES:                                                       | 
+------------------------------------------------------------------+ 
| N/a                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE         | 
| APPLICANT'S SECURITIES:                                          | 
+------------------------------------------------------------------+ 
| The applicant's securities will settle through CREST, the system | 
| for the paperless settlement of trades in securities and the     | 
| holding of uncertificated securities in accordance with the      | 
| CREST Regulations and Euroclear.                                 | 
|                                                                  | 
+------------------------------------------------------------------+ 
| A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE          | 
| APPLICANT'S SECURITIES:                                          | 
+------------------------------------------------------------------+ 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
+------------------------------------------------------------------+ 
| INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION         | 
| DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:                          | 
+------------------------------------------------------------------+ 
| N/A                                                              | 
|                                                                  | 
| A prospectus containing a shareholder circular dated 27 May 2010 | 
| has been published in connection with the applicant's Firm       | 
| Placing and Placing and Open Offer and proposed move to AIM is   | 
| currently available on the applicant's website:                  | 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST    | 
| ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END  | 
| NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS | 
| WHERE APPLICABLE.  THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE   | 
| WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:         | 
+------------------------------------------------------------------+ 
| http://www.stanelcoplc.com/                                      | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:         | 
+------------------------------------------------------------------+ 
| Nil                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 PAAGGUGWQUPUGGC 
 

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