5th Jul 2007 10:57
AIM05 July 2007 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: The Core Business plc COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : Studio 1, Utopia Village, 7 Chalcot Road, Primrose Hill, London NW1 8LH COUNTRY OF INCORPORATION: England and Wales COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: www.thecorebusiness.co.uk COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITSINVESTING STRATEGY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BESTATED: The Core Business plc (the "Company" or "Core"), whose main country of operations is the United Kingdom, is basedin Central London, was established in 2004 by its Chief Executive, Stirling Murray, to concentrate on thecreation, development and distribution of personal care products and beauty brands from make-up and skincare tomen's grooming and hair care. The Company's shares were originally admitted to trading on AIM in March 2006. TheCompany's activities include; Consultancy and brand management Projects have included launching and developing a range of brands on behalf of clients (including formulation,packaging, design and pricing), the preparation and implementation of UK entry strategies, creating brand andmarketing strategies, advising on UK entry strategies and listing brands in mass and premium retail channels. Brand distribution The Company has secured the exclusive UK distribution rights for a globally recognised beauty brand across anumber of categories and has achieved a listing in Superdrug; the Company is negotiating the exclusive UKdistribution rights for a number of other overseas brands. The Company is also negotiating a joint ventureagreement with a French mass fragrance brand. Brand ownership An important part of the Company's growth strategy is the ownership or licensing of brands; the Company now holdsa 17.5 per cent interest in Blockhead Brands Limited, for which it recently launched the Blockhead sun carebrand. Admission is sought by way of the reverse takeover of Amirose International Limited ("Amirose"). Amirose, which is based in Hainault, Essex, was incorporated in February 1997 by its Chief Executive, JackGordon, as a sales and marketing company specialising in both the mass market and budget sectors of the personalcare and beauty business, serving both the professional and consumer beauty markets. It manufactures and distributes a wide range of cosmetic products and accessories under its own brand names tooutlets such as Savers and Asda and to the independent pharmacy and drug sector. It also supplies own-labelproducts to a number of retailers, including Marks and Spencer and Sephora. Relationships have been established with Far Eastern manufacturers, enabling Amirose to source productscompetitively at a low cost of goods and to benefit from strong margins. Amirose is in the early stages ofdeveloping its export market and has built a growing relationship with distributors in Australia and SouthAfrica. DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. whereknown, number and type of shares, nominal value and issue price to which it seeks admission and the number andtype to be held as treasury shares): 181,846,447 Ordinary Shares of 0.5p, including 135,000,000 new Ordinary Shares of 0.5p issued at a price of 1pper share 87,000,000 Warrants to Subscribe for Ordinary Shares at 1p per share CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:Gross proceeds raised on Admission - £2,200,000. Consisting of: Gross Proceeds from Placing of new Ordinary Shares @1p per share £1,000,000Gross proceeds from Subscription for new Ordinary Shares @1p per share £350,000Gross Proceeds from the issue of the Convertible Loan Stocks £850,000(the Convertible Loan Stocks are not being admitted to trading on AIM)Market Capitalisation of the enlarged group at the placing price - £1,818,464 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: 22.14% DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THECOMPANY) 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 knownor including any other name by which each is known): Mark Nicholas Watson-Mitchell, Non-Executive ChairmanStirling Michael Murray, Chief ExecutiveAlastair John Kennedy ACA, Finance DirectorMelissa Jane Gilmour, Non-Executive DirectorJack Gordon, Proposed Executive Director FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFOREAND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which eachis known): Stirling Murray (Before Admission - 32.37%, After Admission - 8.68%)Jack Gordon (Before Admission - 0%, After Admission - 11.00%)Addworth Plc* (Before Admission - 22.47%, After Admission - 7.99%)Starvest Plc (Before Admission - 9.91%, After Admission - 2.31%) * M Watson-Mitchell is a director of Addworth and together with family interests, holds 23.33 per cent. of theissued share capital of Addworth. * M Gilmour is a director of Addworth holds 0.61 per cent. of the issued share capital of Addworth. * Robert Painting, a director of Addworth, holds 600,000 Ordinary Shares and 50,000 Founders' Warrants in theCompany. * Albert Collins, a director of Addworth, holds 225,000 Ordinary Shares and 50,000 Founders' Warrants in theCompany. NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: (i) ANTICIPATED ACCOUNTING REFERENCE DATE (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (iii)DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:(i) 31 May (ii) 30 November 2006 (iii)30 November 2007, 29 February 2008, 30 November 2008 EXPECTED ADMISSION DATE: 27 July 2007 NAME AND ADDRESS OF NOMINATED ADVISER: ARM Corporate Finance Limited, 12 Pepper Street, London E14 9RP NAME AND ADDRESS OF BROKER: Ellis Stockbrokers Limited, Talisman House, Jubilee Walk, Three Bridges, Crawley, West Sussex RH10 1LQ OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSIONDOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THEADMISSION OF ITS SECURITIES: The Admission document, which contains full details of the applicant and the admission of its securities, willbe available free of charge to the public during normal business hours on any day (Saturdays, Sundays and publicholidays excepted) at the offices of ARM Corporate Finance Limited, 12 Pepper Street, London E14 9RP. DATE OF NOTIFICATION: 5 July 2007 NEW/ UPDATE: New This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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