Corporate News
Equity Fundraising and Board Changes
Armor Designs Inc., (AIM: ADID, ADIS), the knowledge-based designer and manufacturer of composite armour products, is pleased to announce that it has today closed (the "Closing") a fundraising (the "Fundraising") by which the Company has raised US$2,500,000 , before expenses, through a placing with investors of 166,667 new common shares of US$0.001 each in the Company (the "Placing Shares"). The Closing has been completed at a price of US$15 per Placing Share (the "Placing Price"). As part of the Closing the Company has agreed with the investors that in the event the Company issues any shares in the capital of the Company as part of a further fundraising at a price less than the Placing Price (the "Lower Price") prior to 31 December 2009, the investors will have the option to subscribe at par (being US$0.001 per share), for such number of additional shares as they would have received had the subscription price per share at Closing been the Lower Price rather than the Placing Price.
The net proceeds of the Closing will be used for initial short term working capital needs. The Company will consider undertaking further fundraisings if necessary to provide for the implementation of its growth strategy over the medium term (including longer term working capital, research and development and international business development) which may or may not take place over the next six months.
Application has been made for the Placing Shares to be admitted to trading on the London Stock Exchange's AIM market. Dealings in the Placing Shares are expected to commence on AIM at 8.00am on 26th June 2009.
The Company is also pleased to announce that it is strengthening the board with the appointment of two new directors as it moves from its development phase into commercial operations. The appointments of Philip A. Clement and William A. Roper, effective 22 June, 2009, will also assist the Company to accelerate corporate growth and exploit value in its intellectual property which is not currently being utilized.
Mr. Clement will be appointed Interim President & Chief Executive Officer. Charles Snyder will resign as a director and Chief Executive Officer of the Company effective 22 June 2009, and will return to San Francisco to lead a newly established global project development and finance company. The company has commenced a search for a permanent Chief Executive Officer.
Mr. Roper will be appointed non-executive Director.
In addition, J. Craig Johnson, the current Director of Finance at Armor Designs, will be appointed Acting Chief Financial Officer, effective 22 June 2009. Mr. Johnson replaces David Seaton who will resign as a director and the Chief Financial Officer of the Company effective 22 June 2009 in order to return to the UK where he is taking up a position with another company. Mr. Johnson will serve as acting Chief Financial Officer until the permanent Chief Financial Officer position is filled. Mr. Johnson is expected to be a candidate for the permanent CFO position.
Philip Clement is currently Managing Partner of The Clement Group, a management consulting firm based in Chicago, specializing in general corporate strategy, market positioning, merger and acquisition strategy, sales team management and order to cash process improvement. He has formerly held senior management positions with The Rank Group plc, of London for 15 years, and Bell & Howell Company in Chicago.
William Roper was most recently President & CEO of VeriSign, Inc., the leading provider of internet naming and security services, and previously served as Executive Vice President and CFO of SAIC, Inc. (Science Applications International Corporation), a diversified technology services company. At SAIC, Mr. Roper was a member of the executive management team for more than 17 years and was directly involved in strategic development and operational management during the eight-fold growth of its business activities from 1990 to 2007.
J. Craig Johnson is the Director of Finance at Armor Designs. Mr. Johnson has 23 years experience in financial and operations executive management. Formerly Mr. Johnson served as Executive Vice President and Chief Financial Officer of Global Entertainment Corporation.
Philip Clement's directorships (current and within the previous 5 years) are as follows:
| Current: | The Clement Group LLC |
| Past: | None |
William Roper's directorships (current and within the last 5 years) are as follows:
| Current: | None |
| Past: | Verisign, Inc. Science Applications International Corporation |
There is no further information to disclose for either Mr Clement or Mr Roper under schedule 2(g) of the AIM Rules.
As a result of the dilutive effect of the Closing the notifiable interests in ADI shares of Hawthorne & York International, Ltd and Ian and Gladys Massie (being shareholders with holdings in Armor Designs above 3% of the outstanding shares) are 82.2% (21,825,000 common shares) and 6.0% (1,591,750 common shares), respectively .
Dr. James A. St. Ville, Executive Chairman of the Company, commented: "The board would like to thank Charles and David for the important contribution they have made to helping steer the company through its initial development stage. The additional financial resources, along with the experience provided by Phil Clement and Bill Roper, will strengthen our board and improve our ability to meet the increasing needs for next-generation composite armour products".
Armor's 2008 Full Year Results will be announced on Tuesday, 23 June 2009.
For further information please contact:
| Armor Designs, Inc. | |
| Dr. James A. St. Ville, Executive Chairman | Tel: +1 602 275 4633 |
| James.St.Ville@armordesigns.com | www.armordesigns.com |
| ZAI Corporate Limited | |
| Thilo Hoffman Graeme Thom |
Tel: +4(0)20 7398 2919 Tel: +44 (0) 20 7398 2900 |
Media enquiries:
| Brunswick Group LLP | |
| Michael Harrison/ Camilla Gore | Tel: +44 20 7404 5959 |
Notes to editors
William A Roper
Bill Roper is an accomplished business executive with significant leadership experience in finance, operations, and strategic development in both high-growth and rapidly changing environments. He has been a successful CEO and CFO in publicly traded and privately owned businesses. He has a proven ability to drive change across a broad spectrum of industries and markets.
Roper was most recently President & CEO of VeriSign (NASDAQ: VRSN), the leading global provider of internet infrastructure and security services with annual revenues of $1 Billion. Previously, he was Executive Vice President of SAI, Inc. (NYSE: SAI), a diversified science and technology services organisation with annual revenues of $9 Billion.
Philip A Clement
Phil Clement has a successful track record as an executive with a broad range of experiences that have required strategic management, operational skills and financial acumen. He is Managing Partner of The Clement Group, Chicago, Illinois, a boutique strategy consulting firm he co-founded in 2001. Between 1989 and 2004 he worked for Rank Group in a variety of senior managerial roles, including adviser to the CEO. He has an MBA from the University of Chicago’s Graduate School of Business
J Craig Johnson
Craig Johnson has been Finance Director of Armor Designs Inc since January, 2009. Prior to that he was a partner with the contract financial management services company B2B CFO and Executive Vice President and Chief Financial Officer of the Phoenix-based Global Entertainment Corporation, a sports management, real estate and facilities management company. Prior that he held a variety of financial roles. He is a certified public accountant and a member of the American Institute of Certified Public Accountants.
Armor Designs
Armor Designs, Inc. ("ADI") is a knowledge-based company specializing in next-generation composite material design, manufacture, prototyping and testing for applications and products for the armor industry. ADI uses a proprietary design and manufacturing process called VCM to rapidly develop new composite armor products of superior ballistic, weight and flexibility. The VCM process is protected by patents and trade secrets licensed to ADI in perpetuity for use in field of armor.
For more information on Armor Designs, Inc., please go to www.armordesigns.com
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