IOS India Out.

RNS Number:6576N
AIM
08 February 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:
India Outsourcing Services Plc
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :
8-10 New Fetter Lane

London

EC4A 1RS


COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
www.indiaoutsourcingservices.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:
India Outsourcing Services was admitted to trading on AIM on 6 December 2004 with the intention of capitalising
on acquisition and investment opportunities within the Business Process Outsourcing ("BPO") sector in India. The
Company also stated at that time that it may also evaluate opportunities in the BPO sector in other European and
Asian countries. The overall strategy was to create value by acquiring or investing in a small number of
businesses within that sector.



The Board actively pursued a number of investment opportunities in the BPO sector in India and conducted high
levels of due diligence on a smaller number of opportunities. For a variety of reasons including increased
transaction costs, increased opportunity cost and differences in valuation expectations, the Company has been
unable to complete a transaction in India.



After consultation with a number of key shareholders, the Board has widened its search to review other businesses
and sectors which the Directors believe may yield an exciting opportunity for the Company with one of the main
aims being to increase shareholder value.



As a result of their review the Directors intend to create a chain of restaurants providing authentic, home style
Indian food on a consistent basis across the Enlarged Group. The Enlarged Group will initially target (i) the mid
market (pricing at approximately �25 per head) and (ii) the "fast casual" dining market (pricing at approximately
�15 per head). Additionally based on the facilities of the chain, the Directors intend to extend the Enlarged
Group's brands into:



- sports catering

- lunchtime takeaway menu

- event catering including weddings.



In the 12 to 15 month period following Admission, the Enlarged Group intends to embark upon a realistic roll-out
programme subject to market conditions and site availability.



The Directors believe the combination of the Mela Group's business and the Company's existing cash resources and
its access to the equity market, has the potential for delivering positive returns to shareholders in the medium
term.



The Directors believe that the key features of the Indian restaurant sector are that:



*         it is well established with market size in excess of �3 billion;

*         it is an extremely fragmented market with over 11,500 restaurants in the UK; and

*         there is no current UK national branded provider and therefore opportunity to consolidate in this niche
with the UK's first nationwide chain.



Under the Proposals and as a result of the Acquisition, the Enlarged Group will engage in the provision of
authentic, fresh, high quality and consistent Indian food through the Mela Group's current outlets, Chowki, Mela
and 3 Monkeys, which the Directors and Proposed Directors intend to continue and develop both by opening new
outlets and by acquiring and re-branding existing restaurants.



In view of the size of the Mela Group relative to the Company, the Acquisition will constitute a reverse takeover
of India Outsourcing under the AIM Rules and therefore requires the prior approval of Shareholders at a General
Meeting.


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):
13,076,850 Ordinary Shares of 10 pence each, comprising;

 9,479,167 Existing Ordinary Shares

 3,600,683 Initial Consideration Shares


CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
No additional capital raised on Admission

Anticipated Market Capitalisation on Admission c. �2.0m


PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
41.13%


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):
Haresh Damodar Kanabar (Non-executive Chairman & Company Secretary)

Amit Narshibhai Pau (Chief Executive)

Nigel Alexander Spencer Robertson (Non-executive Director)



Kuldeep Singh (proposed Executive Chef Director)

Ashraf Rahman (proposed Business Development Director)





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):
Name                              Ordinary Shares     % of Ordinary  Ordinary Shares   % of Enlarged
                                      immediately     Share Capital        following   Share Capital
                                         prior to immediately prior        Admission    on Admission
                                        Admission      to Admission
Nigel Robertson*                        1,516,667             16.00        1,516,667           11.60
Kuldeep Singh                                 Nil               Nil        1,466,720           11.06
Dinesh Mody                                   Nil               Nil        1,082,670            8.28
Ashraf Rahman                                 Nil               Nil        1,071,293            8.19
Deutsche Bank AG                        1,059,375             11.18        1,059,375            8.10
ABN Amro Bank N.V.                        871,000              9.19          871,000            6.66
Credit Agricole Cheuvreux                 870,750              9.19          870,750            6.66
International Limited


*Nigel Robertson is deemed to be interested in 1,516,667 Ordinary Shares due to his directorship and
controlling

shareholding in Blue Star Capital plc, the beneficial holder of the shares.

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
None


(i)                  ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)                DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED

(iii)               DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
(i)                  30 September

(ii)                31 July 07 and 30 April 07

(iii)               31 March 2008, 30 June 2008 and 31 March 2009
EXPECTED ADMISSION DATE:
26 February 2008
NAME AND ADDRESS OF NOMINATED ADVISER:
W.H. Ireland Limited, 85-89 Colmore Row, Birmingham, B3 2BB


NAME AND ADDRESS OF BROKER:
W.H. Ireland Limited, 85-89 Colmore Row, Birmingham, B3 2BB


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:
www.indiaoutsourcingservices.com
DATE OF NOTIFICATION:
8 February 2008
NEW/ UPDATE:
NEW




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

PAAFKFKNPBKDKBK

India Outsourcing Services (LSE:IOS)
Historical Stock Chart
From Apr 2024 to May 2024

India Outsourcing Services (LSE:IOS)
Historical Stock Chart
From May 2023 to May 2024