TIDMBOX
RNS Number : 2019M
Boxhill Technologies PLC
14 July 2014
14 July 2014
BOXHILL TECHNOLOGIES PLC
("Boxhill", the "Group" or the "Company")
Trading Update, Issue of Equity, Directorate Change & Change
of Registered Office
Boxhill Technologies PLC Subsidiary rolls out payments system
with leading e-commerce provider
Trading Update
Boxhill is delighted to announce that its wholly owned
subsidiary Pay Corporation Limited, has launched its payment
software technology on ekmPowershop (www.ekmpowershop.com), one of
the UK's leading e-commerce solution providers ("EKM"), and it is
now available to over 12,000 merchants.
The platform, through a single mobile optimised interface,
enables EKM's customers to process Visa and MasterCard
transactions. It opens the door to the 2million plus potential
customers who are unable to access online offers by allowing cash
paying customers to purchase a SmartPay voucher from any PayZone
outlet (approx. 25,000 in the UK) and redeem that voucher for goods
and services online.
The Group continues to work with a diverse range of customers to
deliver a range of payment solutions that are easy to implement,
and which meet the requirements of both merchants and their
customers when buying goods and services online.
Lord Razzall, Chairman of Boxhill stated "Working with EKM
allows us to provide payment services to over 12,000 merchants who
cover the full business spectrum from niche online shops to
household names like Lotus and ITV. Customers can not only use
cards to make payments, but in the case of those who have been
unable to access the best offers which are usually online, they can
now do so by purchasing a voucher at a convenience store and
redeeming it securely with their chosen merchant online, reducing
the much talked about digital divide and allowing more people to
access online only offers."
The Group continues to make progress in its development of
payment technology services, during the second half of its
financial year, it has progressed previously announced contracts
and has added two new customers, including an international
reseller.
Issue of Equity & Holdings in the Company
The Company received a conversion notice on 11 July 2014 for
GBP206,250 of the GBP250,000 loan (the "Loan") announced on 13
September 2013 (the "Conversion"). The Conversion will result in
the issue of 125,000,000 new ordinary shares of 0.1 pence each
("Ordinary Shares") at an issue price of 0.165 pence per share (the
"Conversion Shares"). GBP43,750 of the Loan remains outstanding.
The Loan was provided by a syndicate of individuals, and no
individual will hold more than 3% of the issued ordinary share
capital of the Company following the Conversion.
In addition the Company is issuing 120,000,000 Ordinary Shares
in lieu of fees for software licences, consulting and other
services totalling GBP174,000 from Viltek Limited, at the
equivalent of 0.145p pence per share (the "Viltek Shares").
Additionally the company has agreed to issue 42,736,607 Ordinary
Shares to Lausi Trading Limited to settle legal and professional
fees due, totalling GBP61,968 (the "Lausi Shares") and 12,068,966
Ordinary Shares to Andrew Flitcroft (a director) to settle
outstanding fees of GBP17,500 (the "AF Shares"), all at an
equivalent of 0.145 pence per share.
On Issue of the Conversion Shares, the Viltek Shares, the AF
Shares and the Lausi Shares (combined, the "New Shares") the
Company's total issued share capital will be 1,426,983,616 Ordinary
Shares (the "Enlarged Share Capital"). The Company holds no
Ordinary Shares in treasury. Therefore, the total number of
Ordinary Shares with voting rights is 1,426,983,616. This figure
may be used by shareholders in the Company as the denominator for
the calculations by which they will determine if they are required
to notify their interest in, or a change to their interest in, the
share capital of the Company.
An application will be made for admission of the 299,805,573 New
Shares to trading on AIM with effect from 18 July 2014.
The Company has agreed to transfer 4,333,333 Ordinary Shares
held by John Botros as trustee for the sole benefit of the Company
following the confiscation order against a former director
announced on 5 January 2012 to Mr Botros in settlement of amounts
owing to Mr Botros of GBP6,283 (the "Transfer").
Following the issue of the New Shares and the Transfer, the
disclosed shareholdings in the Company will be as follows:
Shareholder Number of Ordinary Percentage of
Shares Held Enlarged Share
Capital Held
Kevin Dale 324,895,331 22.77%
James Rose 236,656,580 16.58%
Viltek Limited 120,000,000 8.41%
Tim Razzall 80,965,986 5.67% *
John Botros 48,236,391 3.38%
Andrew Flitcroft 25,674,408 1.80% *
* Directors
Directorate and Management Change
Kevin Dale, is stepping down from the board of the Company in
order to pursue other business interests. James Rose, who currently
holds the position of Managing Director of Prize Provision Services
Limited ("PPS"), the Group's lottery management subsidiary, will
assume the management role of Chief Operating Officer, and is
expected to join the board of the Company in due course (at which
time another announcement will be made).
Mr Rose has been responsible for running PPS for the last year,
improving reporting and processes, ensuring that the lottery
continues to perform and maintaining its compliance with all
relevant regulations.
Mr Rose has an interest in 236,656,580 Ordinary Shares, which
are held by Management Express Limited, in which Mr Rose is the
sole shareholder.
Change of Registered Office and Company Secretary
The Company has changed its registered office address to:
39 St James' Street
London
SW1A 1JD
Andrew Flitcroft, the Finance Director of the Company has also
assumed the role of Company Secretary, following John Botros'
retirement from the position.
Further updates will be announced as appropriate.
For further information contact:
Boxhill Technologies PLC 020 3021 1944
Philip Jackson, CEO
Website www.boxhillplc.com
Allenby Capital Limited (Nomad & Broker)
Nick Harriss/Nick Athanas/James Reeve 020 3328 5656
Notes to editors:
Boxhill Technologies Plc (AIM:BOX), is an AIM quoted lottery,
software, gaming and leisure company.
Boxhill has a range of ecommerce products that suit all
merchants' and customers' needs enabling secure payments. The
Company works within both regulated frameworks and in regions where
traditional partners struggle to offer safe, secure services.
In addition, Boxhill operates the Weather Lottery, which has
been in operation since 2002 and the Company holds a coveted UK
external lottery managers licence. Over GBP5 million has been
raised to date for good causes and paid over four million prizes to
winners.
About ekmPowershop
Award-winning ekmPowershop has grown to become the UK's number
one internet solutions company. We proudly boast several thousands
of customers ranging from one man bands right up to large
multi-nationals such as Lotus Cars, ITV, PGA Golf, Madame Tussauds
and many more.
Being easy of use, feature rich and affordable for businesses of
all sizes makes ekmPowershop.com the biggest ecommerce provider in
the UK - powering 1 in every 5 online shops.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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