INST Instore

 
TIDMINST 
 
29 October 2009 
 
 
                             INSTORE PLC 
                    ("Instore" or the "Company") 
 
                  PROPOSED CANCELLATION OF LISTING 
 
The  Board  of  Instore  ("Board")  announces  that,  after   careful 
consideration, it  has  concluded  that  it  would  be  in  the  best 
interests of shareholders as a whole to seek to cancel the  Company's 
listing on the Official List of the UK Listing Authority and  trading 
on  the  London  Stock   Exchange's  market  for  listed   securities 
("Delisting"). 
 
The Board has  today released  the interim  results for  the 26  week 
period to 29th August 2009 and has stated in those results that Crown 
Crest's investment in  and commitment  to the Company  has been,  and 
will continue to be,  of vital importance.  Not  only is Crown  Crest 
providing material financial support by way of loan and trade  credit 
facilities, it is  also assisting through  initiatives such as  joint 
buying and  logistical support.   While such  assistance is  provided 
always on a commercial and 'arm's length' basis, these are avenues of 
finance and  credit that  may well  not have  been available  to  the 
Company at all  from traditional  sources.  The  Board believes  that 
even  when  general  economic   conditions  improve,  the   Company's 
substantial dependence on  the Crown  Crest Group  will continue  and 
that the Company's interests  will be best served  by some or all  of 
the Company's indebtedness to Crown Crest being converted into  share 
capital.  If approved, this would decrease further the proportion  of 
the Company's  shares in  public hands  and bring  into question  the 
continuing appropriateness of maintaining the Company's listing. 
 
The Board have concluded that the benefits which the Company and  its 
shareholders are able  to derive  from the  listing are  considerably 
outweighed by the costs incurred by the Company as a direct result of 
the listing.  Accordingly, the Board has come to the conclusion  that 
it is  no longer  in  shareholders' best  interests to  maintain  its 
listing. 
 
The Board  is aware  that the  implementation of  the Delisting  will 
restrict the ability of  shareholders to realise their  shareholdings 
in the Company,  if they  so wish,  in the  future and  that not  all 
shareholders will  be able  or  willing to  continue to  own  Instore 
shares  following  the  Delisting.  The  Board  has  determined  that 
following the completion of the Delisting, the Company will offer  to 
buy back ordinary shares  from qualifying shareholders,  by way of  a 
tender offer at a price of 5p per share and then seek to  re-register 
the Company as  a private  limited company. The  buyback of  ordinary 
shares by way  of a  tender offer  and the  re-registration would  be 
subject to the passing  of certain resolutions  at a further  general 
meeting of the Company which will convened following the Delisting of 
the Company. 
 
A circular  providing  full  detail of  the  proposed  Delisting  and 
convening a general  meeting will be  sent to shareholders  shortly. 
The Board  unanimously  believes the  Delisting  to be  in  the  best 
interests of  shareholders  as  a whole,  and  is  recommending  that 
shareholders vote  in  favour  of the  resolution  to  implement  the 
Delisting at the general meeting. 
 
- Ends - 
 
For further information please contact: 
Instore plc 
Ebrahim Suleman - Finance Director       01484 431444 
 
Cattaneo LLP - Financial Advisers 
Charles Cattaneo                                                 0121 
616 0395 
Ian Stanway 
 
=--END OF MESSAGE--- 
 
 
 
 
This announcement was originally distributed by Hugin. The issuer is 
solely responsible for the content of this announcement. 
 

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