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News releases 2009

01 June 2009

Schedule 1 - SovGEM Limited

 

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:
SovGEM Limited (to be re-named Hanson Westhouse Holdings plc on admission)
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :
Registered office address and trading address prior to re-admission
3rd Floor
Windward House
La Route de la Liberation
St Helier
Jersey
JE2 3BQ
Channel Islands

Trading address following re-admission
One Angel Court
London EC2R 7HJ
COUNTRY OF INCORPORATION:
Jersey
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
Prior to re-admission
www.sovgem.co.uk


Following re-admission
www.westhousesecurities.com
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:

The company currently specialises in providing investment finance to companies operating in emerging markets, especially in China.


The company announced on 6 May 2009 that it was intending to enter into a conditional sale and purchase agreement to acquire the entire issued share capital of Hanson Westhouse Holdings Limited, the holding company of Hanson Westhouse Limited, an integrated corporate finance and broking house. It is the intention of the new board to manage the existing SovGEM portfolio as an investment portfolio within the enlarged group.


Is the intention of the new board that, following admission, the enlarged group's principal place of business will be in the United Kingdom and the main business of the company will be the provision of corporate advisory and broking services to small and medium sized public and private companies.


Under Rule 14, this admission is sought as a result of a reverse take-over.
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):
11,459,196 ordinary shares of 0.005p each
Placing price of 59.5p per ordinary share
No treasury shares
No restrictions as to transfer
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
Capital to be raised on admission - £850,000
Market capitalisation of the company on admission at the placing price - £6.82 million
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
53%
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:
Not applicable
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):
Garth Peter Denis Milne, Non-executive Chairman
William Philip Staple, Chief Executive
Jonathan Giles Ashley Azis, Finance Director
Sir Gerald Hayden Phillips, Non-executive Director
Andrew Nigel Wendover Beeson, 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):

Shareholder Before
re-admission		 After
re-admission
Michael Peter Milbourn 12.62% 5.02%
Hugh de Lusignan 8.07% 3.21%
Antoine de Sejournet de Rameignies 7.29% 2.90%
Paul Luke 5.87% 2.33%
Hargreave Hale Limited 5.58% 2.22%
Douglas Richard Kearney 5.13% 2.04%
Garth Peter Denis Milne 4.37% 2.10%
Hon. Robert William Hanson 0% 19.62%
William Philip Staple 0% 8.30%
Sanjiv Pandya 0% 5.24%
Timothy Mark Metcalfe 0% 4.87%
Timothy David Feather 0% 4.86%

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
No persons required to be disclosed
  1. ANTICIPATED ACCOUNTING REFERENCE DATE
  2. DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)
  3. DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
  1. 31 December
  2. 31 December 2008
  3. Interim results for the period ended 30 June 2009 - by 30 September 2009; Annual results for the year ended 31 December 2009 - by 30 June 2010; Interim results for the period ended 30 June 2010 - by 30 September 2010.
EXPECTED ADMISSION DATE:
16 June 2009
NAME AND ADDRESS OF NOMINATED ADVISER:
Smith & Williamson Corporate Finance Limited
25 Moorgate
London
EC2R 6AY
NAME AND ADDRESS OF BROKER:
Hanson Westhouse Limited
One Angel Court
London
EC2R 7HJ
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:
The admission document, which contains full details about the applicant and the admission of its securities, is available on the company's website at www.sovgem.co.uk or, following re-admission, www.westhousesecurities.com.
DATE OF NOTIFICATION:
01 June 2009
NEW/ UPDATE:
New

 

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