Brainytoys in $2m recapitalisation deal

Perth toy company Brainytoys will rethink its direction after entering into a recapitalisation agreement with the Athan Lekkas-backed Dalext as director John Walker steps down.

The announcement is below:

The Directors of Brainytoys Limited ("Brainy" or the "Company") (ASX: BRT) are pleased to advise that the Company has entered into a Reconstruct Deed, subject to due diligence, to
recapitalise the Company for a minimum amount of $2m to provide the Company with additional working capital to continue operating as a going concern and seek reinstatement to trading on the ASX.

1. A Reconstruction Deed to recapitalise the Company was entered into with Dalext Pty Ltd as the investment syndicate promoter which is controlled and run by Mr Athan Lekkas to raise a minimum amount of $2m which is subject to shareholder approval.

2. As part of a successful recapitalisation, Mr Lekkas has been offered two (2) Board seats and will use the syndicates' expertise in continuing to operate the business as a going concern. Mr Lekkas and his investor group have been successful in recapitalising a number of other ASX listed companies, including Sam's Seafood Holdings Limited (ASX: SSS) and more recently Kangaroo Resources Limited (ASX: KRL).

3. Athan has participated in a broad range of business and corporate advisory projects for a diverse range of ASX listed and unlisted companies, including the banking, mining and corporate finance industries in Australia and abroad. He is experienced particularly in the treasury and financial market sectors including financial feasibility studies for the provision of debt or equity for project funding.

Athan is currently a director of ASX Listed Company, Sam's Seafood Holdings Ltd (ASX Code: SSS), soon to be renamed PAN ASIA Holdings Limited with resource projects in the ASIA Pacific region.

4. In addition, the Board of Brainytoys would like to announce that Mr John Walker has resigned from the Board to focus on his role as Executive Director of Planet Power Energy Limited and the new appointment of Mr Colin Manie as its new Director.

Colin has a long and successful history of marketing, advertising and sponsorship experience, working both locally and abroad. This has included working with various industries from manufacturing to media to environmental projects, often specialising in creating and managing personally developed sponsorships and associated strategic sponsorship marketing investments. This includes international exhibitions, trade shows and event concept
development working with major Corporates and sporting organisations and personalities, iconic brands, the media and charitable organisations.

The brand management and merchandising aspects of Colin's history complement this broad range of marketing and management skills and ability to develop effective leveraging programs,
strategies and promotions.Since returning from 7 years working in Europe and the UK Colin has managed his own consultancy, SEAMS: Sponsorship Marketing P/L, for 14 years.

The Directors believe the capital to be provided pursuant to the recapitalisation plan will assist the company to implement its business plans in a timely manner. The terms of the Reconstruction Deed are considered to be attractive for the Company and its shareholders,
particularly in the current market and economic environment. Shareholder approval for the recapitalisation is expected to be sought in the coming months.