TIDMMHG

RNS Number : 6990A

Merchant House Group PLC

03 April 2012

3 April 2012

Merchant House Group plc

("MHG" or the "Company")

Re: Suspension

Trading in MHG's shares was temporarily suspended at 10:30 a.m. on 29 March 2012 ("Suspension"). The board of MHG provides details as to the background to and reasons for the Suspension.

On 28 March 2012, the board became aware that, between October 2011 and December 2011, 652,333,333 ordinary shares in the Company, representing 14.1 per cent. of the Company's enlarged issued share capital, had been issued without having been announced or admitted to trading on AIM and therefore requested the Suspension pending the outcome of an investigation by the board.

On 27 September 2011, a total of 652,333,333 new ordinary shares of 0.01 pence each in MHG (the "New Ordinary Shares") were approved by the board for issue and were issued on the following dates:

 
 Date of        Issued to                       Issue price     Number of      Percentage 
  issue                                                            shares     of Enlarged 
  2011                                                                       Issued Share 
                                                                                 Capital* 
 3 October      Westward Consultants Limited          0.12p   208,333,333             4.5 
 5 October      Mr Ron Pritchard                      0.10p    50,000,000             1.1 
 5 October      Mr Michael Robinson                   0.10p    50,000,000             1.1 
 1 November     Westward Consultants Limited          0.10p   250,000,000             5.4 
 20 December    Mr Ron Pritchard                      0.10p    47,000,000             1.0 
 20 December    Mr Michael Robinson                   0.10p    47,000,000             1.0 
                                                             ------------  -------------- 
                                                              652,333,333            14.1 
                                                             ------------  -------------- 
 

The shares issued to Westward Consultants Limited were issued on the instruction of Balfour Consultants Limited ("Balfour") in settlement of GBP0.5 million of fees due in respect of services provided by Balfour to the Company and Merchant Capital Limited, a wholly-owned FSA registered subsidiary of MHG. The services provided by Balfour relate to the establishment of a digital options platform, which is due to be launched shortly, the creation of new funds, licences for which have been applied for and are in the process of being finalised, and the introduction of new assets under management.

The shares issued to Mr Pritchard and Mr Robinson were in respect of the part-settlement of certain liabilities owed to them. Mr Pritchard and Mr Robinson were formerly executives of The Clarkson Hill Group (in administration) ("CHG"), which was acquired by the Company in December 2010, and assisted in the transfer of the business and assets from CHG to Merchant House Financial Services Limited, a wholly-owned subsidiary of MHG, including the transfer of the relationships with the product providers, the collection of debtors and the successful recruitment of financial advisers.

MHG has today applied for the New Ordinary Shares to be admitted to trading on AIM. Admission of the New Ordinary Shares is expected to occur on or around 10 April 2012. The New Ordinary Shares will rank pari passu with the existing ordinary shares in the Company.

* Following the issue of the New Ordinary Shares, the issued share capital of the Company comprises 4,603,694,793 ordinary shares of 0.01 pence each.

Following the publication of this announcement, the Company has requested that the Suspension is lifted and trading in the ordinary shares of MHG will resume at 12:00 p.m. today.

For further information:

 
 Merchant House Group plc 
  James Holmes, Chairman 
  Christopher Day, CEO                  +44 (0) 20 7332 2200 
 Cairn Financial Advisers LLP 
  Tony Rawlinson / Avi Robinson         +44 (0) 20 7148 7900 
 Symvan Securities 
  Kealan Doyle / Nicholas Nicolaides    +44 (0) 20 7464 4260 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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