DHP Darwen

    RNS Number : 7281Y
  AIM
  09 July 2008
   



 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:
 Darwen Holdings Plc
 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY
 TRADING ADDRESS (INCLUDING POSTCODES) :
 Lower Philips Road
 Whitebirk Industrial Estate
 Blackburn
 Lancashire
 BB1 5UD

 COUNTRY OF INCORPORATION:
 UK
 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM
 RULE 26:
 www.darwengroup.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:

 Darwen Holdings Plc ("Darwen" or the Company") specialises in the design,
 assembly and supply of single and double deck buses to service operators in
 the UK.


 Admission to trading on AIM is sought for the enlarged share capital of the
 Company following the reverse takeover of Jamesstan Investments Limited
 ("Jamesstan").  The Company has conditionally agreed, subject to shareholder
 approval at the General Meeting to be held on 14 July 2008, to acquire the
 entire issued share capital of Jamesstan. Jamesstan is the holding company of
 the Optare Group of companies, a UK bus and coach manufacturer.  Subject to
 shareholder approval, the Company will be renamed Optare plc.


 With the combined skills and competencies of the two businesses Darwen will
 possess a range of in house skills which the Directors believe will enable
 Darwen to establish itself as a leading passenger vehicle assembly business
 and provider of low emission buses.   



 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):
 108,459,811
 CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET
 CAPITALISATION ON ADMISSION:
 Capital to be raised on admission: �16 million
 Anticipated market capitalisation: �33.1 million
 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
 25.9%
 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):
 Roy Robert Edward Stanley - Executive Chairman
 Andrew Peter Brian - Chief Executive Officer
 John Matthew Fickling - Non-executive
 Michael James Dunn - Proposed Chief Financial Officer
 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):
 Before Admission and as at 27 June 2008:


 Roy Robert Edward Stanley                            50.7%
 RC Grieg Nominees                                       10.8%
 Chase Nominees Ltd                                       4.2%
 Giltspur Nominees Ltd                                      4.1%


 After Admission:


 Roy Robert Edward Stanley                       28.4%
 M&G Investment Management Limited     13.8%
 Close Investments                                         6.6%
 RC Grieg Nominees Ltd                                5.0%
 Legal & General Investment Managers      3.1%

 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
 (H) OF THE AIM RULES:
 N/A
 * 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
 * 31 December 2007
 * 30 September 2008, 30 June 2009, 30 September 2009
 EXPECTED ADMISSION DATE:
 15 July 2008
 NAME AND ADDRESS OF NOMINATED ADVISER:
 Cenkos Securities Plc
 6.7.8 Tokenhouse Yard
 London
 EC2R 7AS
 NAME AND ADDRESS OF BROKER:
 Cenkos Securities Plc
 6.7.8 Tokenhouse Yard
 London
 EC2R 7AS
 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 containing full details about Darwen Holdings Plc and
 the admission of Ordinary Shares will be available from the offices of:
 Darwen Holdings Plc, Lower Philips Road, Whitebirk Industrial Estate,
 Blackburn, Lancashire, BB1 5UD;
 Cobbets LLP, No. 1 Whitehall Riverside, Whitehall Road, Leeds, LS1 4BN; and
 Cenkos Securities Plc, 6.7.8 Tokenhouse Yard, London, ECRR 7AS
 Or on their website: www.darwengroup.com
 DATE OF NOTIFICATION:
 9 July 2008
 NEW/ UPDATE:
 Update




This information is provided by RNS
The company news service from the London Stock Exchange
 
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