MBK Millbrook Scnce

RNS Number:7635C
Millbrook Scientific InstrumentsPLC
24 August 2007


                      Millbrook Scientific Instruments PLC
                                (the "Company")


                                 EGM Statement


Millbrook Scientific Instruments plc (AIM:MBK), the designer and manufacturer of
innovative scientific instruments used for nanoscale investigations of surfaces,
coatings and thin films, will be holding its Extraordinary General Meeting at
10am today.


At the meeting, Stephen M Blank, Non Executive Chairman of Millbrook Scientific
Instruments plc, will make the following statement:


The Board wishes to inform shareholders of some significant developments that
have occurred since the circular of 31 July 2007:


   *Cash flow has been better than forecast;
   *Major shareholders have expressed a preference to subscribe for more
    equity at 2p and repay the bank in full (the "Placing"), rather than pursue
    the Fundraising (as defined in the circular);
   *The Directors have received commitments for #200,000 in respect of the
    Fundraising which would enable it to be closed;
   *The Directors consider that #350,000 raised under the Placing route would
    be sufficient to remove the question to which reference was made in the
    circular about the ability of the Company to continue trading.
   *The Directors have received commitments for #360,000 for the Placing with
    very good prospects for another #20,000


Due to the urgent nature of the Company's requirement for additional funds to
remedy the short term cashflow problems as described in the circular of 31 July
2007, and the costs associated with an offer to all shareholders to subscribe
for shares on a pre-emptive basis, the Company decided not to undertake the
Placing on a pre-emptive basis.


Under the Placing the Directors would seek to raise between #350,000 and
#400,000. The bank's fee would be #25,000, whereas under the Fundraising they
would seek a fee equivalent to 4.43% of the Enlarged Equity (taking into account
existing options, arranger warrants and proposed Incentive Warrants). The
Fundraising would therefore result in dilution by up to 15,955,654 shares (20.5%
of the Enlarged Equity) but with no additional equity, whereas the Placing would
result in dilution by 17,500,000 - 20,000,000 shares (22.0% - 24.38%. of the
Enlarged Equity), but with the resulting additional equity. Although the Placing
will result in somewhat greater dilution the additional equity capital received
will strengthen the balance sheet and give greater confidence to customers,
prospective customers and suppliers.


For these reasons, the Directors recommend the Placing.


It remains essential to complete the Capital Reorganisation to enable either
scheme to take place. Furthermore, the powers being sought under 2.3 of
resolution 2 and 3.3 of Resolution 3 (as detailed in the Notice of EGM of the
circular of 31 July 2007) would enable the Placing to be followed rather than
the Fundraising. In seeking your vote in favour of all the Resolutions, the
Directors are therefore seeking the powers to complete either scheme by 14
September 2007.


Thereafter, further Resolutions authorising the Directors to allot shares and to
disapply pre-emption rights only within certain specified limits will be
proposed at a second EGM.



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

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