The Content board wants to execute a de-listing from the London AIM stock exchange as part of share capital restructure that it said would result in a single class of shareholder and improved balance sheet.
Under the proposed transactions, the preference shareholders will agree to forgo their preferred rights and the £9.8m redemption liability owed to them in return for receiving 50% of the newly constructed ordinary share capital. This will remove the £9.8m from Content’s balance sheet.
The other class of shareholders, ordinary shareholders, will own the other 50% of the newly structured ordinary share capital and will no longer rank behind any other shareholders or have the redemption liability rank ahead of them.
The directors said they decided to de-list and register as a private company given that “the costs and obligations of the AIM listing outweigh the benefits.”
Content will offer its small shareholders the chance to exit their shareholding should they wish via a nil cost dealing facility and arrangements will be made entitling them to trade their shares by private treaty.
The proposals are subject to shareholder approval at a shareholder’s meeting to be held on Jul 5.
Content chairman Huw Davis said the move offered “a solution to the company’s share structure which we believe has proven an obstacle to the growth of the company’s business and overall equity value.”