Digital Learning Share Discussion Threads

[tomboyb] 08/10/2012 14:09

Assuming full conversion of the Loan Notes the new subscribers will hold 81.77 per cent and the Company's current shareholders will hold 18.23 per cent of the enlarged share capital immediately following the General Meeting outlined below.

Definately 2.5p - 81.77% loan notes -

[moreforus] 08/10/2012 14:09

Unfilter him tops and report his ramping to the FSA....

of course did they mean 2.5p or 25p?

[topinfo] 08/10/2012 14:08

LOL. Best way to ensure shareholders value is dilute the share price by 80% from 18.5p to 2.5p. Yep I can see how that benefits shareholders....Not!


Although de-listing would be a possibility for the Company, the Board has
decided to investigate alternative options which have the potential to deliver
greater overall value to shareholders. In this regard, the Directors are pleased
to announce that the Company has today entered into a subscription agreement
with an FSA regulated broker on behalf of the their clients via Peterhouse
Corporate Finance, the Company's brokers, which envisages:

* raising of GBP250,000 through a placing (the "Placing") of zero-coupon,
unsecured convertible loan notes (the "Loan Notes").
The key terms of the Loan Notes are:
* Gross proceeds of GBP250,000;
* Repayable by 30 June 2014;
* Subject to the receipt of any required regulatory approvals both the Company
and Loan Note holders may elect to convert the Loan Notes into ordinary
shares of the Company, at any time following the proposed forthcoming
General Meeting ('GM'), at a price of 2.5p per share; and

[topinfo] 08/10/2012 14:06

PrinceHarry
8 Oct'12 - 07:45 - 20 of 28

Only 2.1m shares in issue, shares will move very fast if anyone buys.

34Simon
8 Oct'12 - 11:07 - 21 of 28 (Filtered)

34Simon
8 Oct'12 - 11:12 - 22 of 28 (Filtered)

PrinceHarry
8 Oct'12 - 12:22 - 23 of 28

Great news, all positive stuff!

[tomboyb] 08/10/2012 14:06

I'm afraid this will fall back big time - NMS is 1k So any sells and its down - sorry chaps.

[topinfo] 08/10/2012 14:03

Digital Learning Marketplace plc Digital Learning Marketplace plc : Proposed Subscription and Corporate Restructuring
Print
Alert



TIDMDLM

8 October 2012


DIGITAL LEARNING MARKETPLACE PLC
("DLM" or "the Company")
Proposed Subscription and Corporate Restructuring

On 28 September 2012, the Board announced, inter alia with the issuance of the
Company's unaudited Interim Results, that it was considering a range of options
to maintain and grow shareholder value, against a background of extremely
difficult and fragile company finances.

This review had been underway for some time prior to the announcement last
month, but has been brought to a conclusion following the Interim Results.

Whilst the Board believed that the opportunity existed to develop a substantial
and profitable business, their view is now that the prospects for delivering on
this opportunity within the public environment, with its associated cost base,
is limited.

One of the principal objectives of the Company's listing on AIM was to provide
it with access to development capital as the business grew. However, it has
become apparent that in the more demanding current market environment the
Company's trading is not sufficiently strong to ensure this objective can be
met, and as a consequence the Board no longer feels able to justify the
continued costs associated with the Company's admission to AIM.

Although de-listing would be a possibility for the Company, the Board has
decided to investigate alternative options which have the potential to deliver
greater overall value to shareholders. In this regard, the Directors are pleased
to announce that the Company has today entered into a subscription agreement
with an FSA regulated broker on behalf of the their clients via Peterhouse
Corporate Finance, the Company's brokers, which envisages:

* raising of GBP250,000 through a placing (the "Placing") of zero-coupon,
unsecured convertible loan notes (the "Loan Notes").
The key terms of the Loan Notes are:
* Gross proceeds of GBP250,000;
* Repayable by 30 June 2014;
* Subject to the receipt of any required regulatory approvals both the Company
and Loan Note holders may elect to convert the Loan Notes into ordinary
shares of the Company, at any time following the proposed forthcoming
General Meeting ('GM'), at a price of 2.5p per share; and




* Assuming full conversion of the Loan Notes the new subscribers will hold
81.77 per cent and the Company's current shareholders will hold 18.23 per
cent of the enlarged share capital immediately following the General Meeting
outlined below.


This subscription has been made on the basis of

* The disposal of all of the existing assets and liabilities of the Company to
the Company's shareholders, so that ownership of these assets and
liabilities via a private company will mirror the current ownership of the
Company. The Board is currently evaluating the most effective way to
facilitate this separation.


* the adoption of a new investing strategy by the Company; and
* the change of name of the Company to 'Shidu Group Plc', to reflect the new
investing policy when formulated .
together, the ("Proposals").


The Proposals will require the approval of the DLM's shareholders as they would
result in a fundamental change of business for the Company under Rule 15 of the
AIM Rules for Companies.

When the Proposals have been finalised, including the future investing strategy
and Board changes necessary to implement the strategy, an announcement will be
made and a circular convening a General Meeting of the Company for this purpose,
will be sent to shareholders in accordance with AIM Rule 15.

In summary, the Board considers that the Proposals are in the best interests of
the Company and its shareholders as:

1. they provide the best opportunity for the DLM existing business to be
developed for the benefit of shareholders, who will retain ownership on a
de-merged basis, either as a stand-alone business or as part of another
entity or sold with the realised funds being returned to shareholders;
2. they provide the opportunity of a "clean shell" which is more attractive to
potential reverse candidates;
3. they remove the financial uncertainty, as referred to above; and
4. overall, they present the best option for re-establishing shareholder value.





.

For further information please contact:

Angus Forrest Roland Cornish Jon Levinson
Lucy Williams

Digital Learning Beaumont Cornish Peterhouse Corporate Finance
Marketplace PLC

(NOMAD) (Broker)

020 7408 4720 020 7628 3396 020 74690930

[still waiting] 08/10/2012 14:03

2.5p

with current shareholders wiped out???

[princeharry] 08/10/2012 12:22

Great news, all positive stuff!

[34simon] 08/10/2012 11:12

1.75% of the company that trade was.

[34simon] 08/10/2012 11:07

Somebody has just snaffled up the selftrade limit of 37500, normally nothing exciting but in this stock that is somewhere in the region of 1.5-2% of the company.

[princeharry] 08/10/2012 07:45

Only 2.1m shares in issue, shares will move very fast if anyone buys.

[summer 18] 07/10/2012 19:21

3% of the company bought last week.Just raised money at 50p a share but you can buy for 19p.No idea if this stock is a buy or sell but you can be sure the penny share punters will be looking for a quick 150%.If i am right no existing holder can profit take under 51p would need 55p for a 10% profit.

[34simon] 07/10/2012 12:15

Good to have conflicting views on stocks Princeharry, people need to understand that is how bulletin boards work, I'm a bull here and hoping a new deal will transform the company, that comment applies to most small caps on Aim, you speculate and buy hoping for a deal so you can sell the shares for a large profit, others may disagree, I take both sides of the fence comments but there was that 20k buy at 20p and still the offer is below that, must be near 1% of the company that buy given how small the market cap is.

[princeharry] 07/10/2012 10:53

Mkt Cap is just under £400,000

[princeharry] 07/10/2012 10:50

Lots of buyers disagree, I think you need to buy now otherwise you will miss out.

[n3tleylucas] 07/10/2012 09:30

"The Board is currently considering a range of options to maintain and grow shareholder value"

That is an unusual thing to say ... the word "maintain" especially, odd word to use?
Ah well, anyone who likes shares that look doomed will love this one!
Looks to be worth around £200,000, too high at present, very high-risk buy at no more than 9p.
GLA and dyor, I did.

[princeharry] 06/10/2012 23:09

More like when it wins a new contract or contracts!

[34simon] 06/10/2012 13:31

If it wins another contract it will be, fair gamble to double or triple your money with such a low market cap providing again it can win new deals.

[princeharry] 05/10/2012 19:55

Good day today, lots of trades. Share going In the right direction, still very very cheap. Undervalued massively!