Schedule 1 - Journey Group pl

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:

Journey Group plc (formerly Watermark Group plc)

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

The Encompass Centre

International Avenue

Heston

Middlesex TW5 9NJ

COUNTRY OF INCORPORATION:

England and Wales

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

http://www.watermarkgroup.co.uk

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:

Journey Group, based in the UK, provides in-flight catering and products to the airline, travel and hospitality industries. The business is split into two divisions: Products Division; and Services Division. The Services Division primarily provides in-flight catering services to airlines using an outsourcing model. The Products Division designs and procures in-flight products (such as headphones, cutlery and crockery) for airlines.

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):

290,572,553 ordinary shares of 1p each

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

£9.0 million gross raised on Admission

Anticipated market capitalisation at the placing price £21.8 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

70.1 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:

None

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):

Stephen Yapp, Executive Chairman

Nicholas Scott, Managing Director of Services Division

Daniel Lipman Bernstein, Non-Executive Director

Graham John Bird, Non-Executive Director

Thomas David Jennings, 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):

As at the date of this announcement:

SVG Investment Managers  15.4%

John Spens  9.3%

Maurice Ostro  9.3%

John Caulcutt  8.5%

JO Hambro Capital Management  5.9%

John Calthorpe  5.7%

Miles Peckham 3.9%

On admission:

SVG Investment Managers  27.6%

JO Hambro Capital Management  25.7%

Albany Capital 8.7%

Maurice Ostro  5.4%

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

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

31 December

Not applicable

30 September 2008; 30 June 2009; 30 September 2009

EXPECTED ADMISSION DATE:

29 August 2008

NAME AND ADDRESS OF NOMINATED ADVISER:

KBC Peel Hunt Ltd

111 Old Broad Street

London EC2N 1PH

NAME AND ADDRESS OF BROKER:

KBC Peel Hunt Ltd

111 Old Broad Street

London EC2N 1PH

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:

Not applicable

DATE OF NOTIFICATION:

31 July 2008

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:

Main market of London Stock Exchange plc for listed securities

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

31 July 1998

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 Company confirms that it has adhered to the legal and regulatory requirements involved in having securities listed on the UKLA Official List and admitted to trading on London Stock Exchange plc's market for listed securities.

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.watermarkgroup.co.uk

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

It is the Directors intention that following Admission to AIM, the business of Journey Group will continue to operate in two divisions - Services Division and Products Division; focussing on driving the divisions to target profitable growth.

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:

Save for a 7 year contract with United Airlines signed on 31 March 2008, there has been no significant change in the financial or trading position of the Group since 31 December 2007, being the date to which the annual report and accounts for the year ended on that date were prepared.

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 board of directors of the Company 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 to trading on AIM.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

Not applicable

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

Shares that are held in uncertificated form will continue to be held and dealt through CREST. Share certificates representing those Shares held in certificated form will continue to be valid and no new share certificates will be issued.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

http://www.watermarkgroup.co.uk

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

There is no information equivalent to that required for an Admission Document (as defined in the AIM Rules) which is not currently in the public domain.

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.watermarkgroup.co.uk

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

Nil