GAR Garner

    RNS Number : 4817I
  AIM
  19 November 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:
 Garner Plc

 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS
 (INCLUDING POSTCODES) :
 6 Derby Street, Mayfair, London W1J 7AD

 COUNTRY OF INCORPORATION:
 UK

 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
 www.garnerinternational.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:
 Garner is an executive search firm whose main country of operation is the UK.
 Garner is already admitted to trading on AIM and admission is being sought
 now in accordance with Rule 14 on the reverse acquisition of three companies
 - BNB Recruitment Consultancy Limited, Bancomm and BNB Recruitment Overseas
 Holdings Limited (together the "NB Companies"). The NB Companies are
 similarly executive search firms (under the brand "Norman Broadbent") and
 their main areas of operation is the UK, although they also have a presence
 in the US, Canada, Dubai and Spain.

 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):
 70,855,541 ordinary shares of 1 pence each at a placing price of 3 pence
 each. No shares are held in treasury. The transaction will also see the
 cancellation of the 1,043,566 Garner preference shares of 50 pence each which
 are currently admitted to trading on AIM.

 CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET
 CAPITALISATION ON ADMISSION:
 �0.73m to be raised on admission. Market capitalisation on admission at the
 placing price �2.2 million.

 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
 46.81% not in public hands (being the shares held by the directors as there
 are no substantial shareholders).

 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):
 Andrew  Charles Garner
 Susan (Sue) Anne O'Brien
 John Bartle
 Richard Graham Robinson
 Bruce Richard Lakefield


 There are no changes to the constitution of the board as a consequence of the
 Rule 14 Reverse. However, John Bartle will step down as Chairman, Andrew
 Garner will become Chairman and Sue O'Brien will become Managing 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):
                           Before  After
 CharlesAuld                   0%  7.06%
 RoyRobert Edward Stanley  11.27%  6.07%
 TD Waterhouse Nominees     4.10%  2.21%
 Barclayshare Nominees      3.87%  2.09%
 Share Nominees Limited     4.03%  2.17%
 HSDL Nominees Limited      3.37%  1.81%

      NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
      Craigie Mains Limited has received a total of �14,679.12 (inc VAT) in connection with consultancy services relating to a potential
acquisition by Garner Plc. 

       1.     ANTICIPATED ACCOUNTING REFERENCE DATE 
       2.     DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)
       3.     DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:
       4.     31 December 
       5.     The audited accounts for each of the three NB Companies are presented in the document for the years to 31 December 2005, 2006
and 2007 together with the unaudited interims to 30 June 2008 (Garner announced its unaudited interims to June 2008 on 30 September 2008).
The three years audited accounts to 31 December 2005, 2006 and 2007 in relation to Garner are available on the company's website
       6.     The next report to be published by Garner Plc will be for the year to 31 December 2008 and must be published by 30 June 2009,
thereafter the interims to 30 June 2009 which are due by 30 September 2009 and lastly the 12 months to 31 December 2009 which is due by 30
June 2010.

      EXPECTED ADMISSION DATE:
      3 December 2008

      NAME AND ADDRESS OF NOMINATED ADVISER:
      Dowgate Capital Advisers Limited
      46 Worship Street, London EC2A 2EA 

      NAME AND ADDRESS OF BROKER:
      St Helen's Capital Plc
      15 St Helen's Place, London EC3A 6DE

      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.garnerinternational.com
      Field Fisher Waterhouse, 35 Vine Street, London EC3N 2AA

      DATE OF NOTIFICATION:
      19 November 2008

      NEW/ UPDATE:
      New



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