Statement re MMI
18 March 2003 - 6:02PM
UK Regulatory
RNS Number:8466I
CellFactors PLC
17 March 2003
CELLFACTORS PLC (The "Company")
STATEMENT RE MEDICAL MARKETING INTERNATIONAL GROUP PLC ("MMI")
The Company published a prospectus under the Public Offers of Securities
Regulations 1995 on 6th March 2003 in relation to its Placing and Offer for
Subscription (the "Prospectus").
The Company notes that on 17 March 2003 MMI issued a statement to the London
Stock Exchange plc regarding the Company's issue of a Placing and Offer for
Subscription Prospectus. The statement also stipulated that MMI did not intend
to invest under the Placing and Offer for Subscription and went on to state that
John Hustler, a former director of the Company nominated to the board by MMI,
resigned on 26 February 2003 because he felt unable to take responsibility for
the Company's Prospectus pending clarification of a number of issues. MMI also
stated that these issues remained unresolved.
The Company wishes to make it clear that having received a list of the issues
which MMI refers to in its statement on 3 March 2003 it considered thoroughly
all of the points raised in that document at a board meeting of the Company held
prior to the publication of the Prospectus on 5 March 2003 at which all of the
directors of the Company confirmed, having carefully and fully considered the
points raised by MMI on the Prospectus, that they believed that none of the
points had foundation. This is still the case. The directors of CellFactors are
confident that the Prospectus complied with when published and continues to
comply with all applicable legal requirements governing the issue of that
document and for which the directors take full responsibility.
Further, in a communication from John Hustler to the Company on 26 February 2003
in relation to his resignation no statement was made to the Company by Mr
Hustler of his resigning because he felt unable to take responsibility for the
contents of the Prospectus. His note to the CEO of the Company, Paul Bailey,
confirmed the basis upon which he had resigned was due to excessive demands made
on his time, making him unable to devote sufficient of his resources to the
Company and he acknowledged that the needs of the Company and the timing of the
publication of the Prospectus were paramount. Mr Hustler confirmed his
admiration for the work undertaken by Mr Bailey to date and wished the Company
the "best of luck in the fundraising on behalf of all shareholders".
The final point requiring clarification is that MMI only has the right to
nominate a person to the board of the Company whilst it retains not less than
15% of the shares in the Company insofar as the nominee put forward is approved
by the board.
The Company notes that MMI does not intend to apply for any shares under the
Placing and Offer for Subscription. Given the prevailing economic conditions
MMI's position is understood by the Company.
This information is provided by RNS
The company news service from the London Stock Exchange
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