AIM Prospective Admission - Z Group plc

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:

Z GROUP plc (to be renamed Avisen plc)

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered office: 31 Vernon Street, London W14 0RN 

Trading address: 8 The Square, Stockley Park, Uxbridge UB11 1GW 

COUNTRY OF INCORPORATION:

UK

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.zgroupplc.com (current)

www.avisen.com (following admission of the enlarged issued share capital to trading on AIM)

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 acquisition by Z GROUP plc of Avisen Group Limited will result in a reverse takeover under Rule 14. On completion of the acquisition, Z GROUP plc will be renamed Avisen plc. Avisen Group Limited is a UK based business and technology consultancy specialising in performance management with a focus on strategy creation, development and implementation

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):

110,412,546 ordinary shares of 5p each

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Market capitalisation on admission (based on the closing middle market price on 13 January 2009): £9.6 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

81.18 per cent.

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:

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):

Jonathan Kent Claydon (Non-Executive Chairman)

Marcus Nigel Hanke (Proposed Chief Executive Officer)

Duncan John Neale (Finance Director)

Andrew James Turner (Proposed Director)

Louis Donald Peacock (Proposed Director)

Keith Glynne Jones (Proposed Director)

Marcus Yeoman (Non-Executive Director)

Andrew Ian Smith (Non-Executive Director) - to resign on admission

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):

(1) These ordinary shares are held in the name of Clachan Nominees Limited

(2) 2,365,280 ordinary shares are held by Pershing Nominees Limited and 23,148 ordinary shares are held directly by Ian Smith

(3) These ordinary shares are held by Pershing Nominees Limited

(4) 1,345,170 ordinary shares are held directly by Jon Claydon and 384,000 ordinary shares are held in the name of Clachan Nominees Limited

(5) These ordinary shares are held in the name of Pershing Nominees Limited

(6) These ordinary shares are held in the name of Strand Nominees Limited

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

None

ANTICIPATED ACCOUNTING REFERENCE DATE 

DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) 30 September 2008 (Avisen Group Limited)

(iii) 30 June 2009, 30 September 2009, 30 June 2010

EXPECTED ADMISSION DATE:

2 February 2009

NAME AND ADDRESS OF NOMINATED ADVISER:

John East & Partners Limited, 10 Finsbury Square, London EC2A 1AD

NAME AND ADDRESS OF BROKER:

John East & Partners Limited, 10 Finsbury Square, London EC2A 1AD

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:

John East & Partners Limited, 10 Finsbury Square, London EC2A 1AD and www.zgroupplc.com.

The admission document contains full details regarding the applicant and the admission of its securities.

DATE OF NOTIFICATION:

14 January 2008

NEW/ UPDATE:

NEW