Result of Issuer Bid Offer
January 27 2009 - 2:00AM
UK Regulatory
TIDMVDI
RNS Number : 2800M
Visual Defence Inc.
27 January 2009
VISUAL DEFENCE INC.
("Visual Defence" or "the Company")
Expiry and Outcome of Issuer Bid Offer
RICHMOND HILL, ONTARIO - January 27, 2009 - Visual Defence Inc. (LSE: VDI) today
announces that the issuer bid offer by the Company to purchase all of the common
shares without nominal or par value in the Company (the "Shares") at a price of
GBP0.07 per share, subject to certain terms and conditions (the "Issuer Bid" or
the "Offer"), has expired and will not be extended.
Each of the conditions of the Issuer Bid have either been satisfied or waived.
Accordingly, the 22,378,575 Shares validly deposited under the Offer have been
accepted for purchase by the Company under the Offer and will be taken up and
paid for by the Company as soon as practicable. The Company expects that Capita
Registrars (the Company's receiving agent) will be in a position to distribute
cheques to holders of Shares (the "Shareholders") who have validly deposited
Shares under the Offer on or about January 28, 2009.
Shareholders are reminded that a general meeting of Shareholders has been
convened for the purpose of passing a special resolution for application by
Visual Defence to the London Stock Exchange plc to cancel admission of its
Shares to trading on the AIM Market (the "EGM"). The EGM will commence at 11:00
a.m. (Toronto Time) on January 28, 2009 and will be held at:-
Visual Defence Inc. Corporate Headquarters
9225 Leslie Street, Suite 7
Richmond Hill
Ontario, L4B 3H6
CANADA
If Shareholders vote in favour of passing the special resolution to cancel
admission of its Shares to trading on AIM, the Company expects that cancellation
will become effective at 07.00 a.m. on February 5, 2009.
Shareholders who have validly deposited Shares under the Issuer Bid are further
reminded that pursuant to the terms of the Issuer Bid, upon acceptance for
purchase of Shares deposited under the Issuer Bid (effective as of today), such
Shareholders have assigned and transferred to the Company all rights, title and
interest in and to, all deposited Shares. The Company intends that no voting
rights in relation to such deposited Shares will be exercised at the EGM.
Enquiries:-
+---------------------------------------------------------------------+----------------------------------+
| Visual Defence Inc. | +(1) 905 731 1254 |
| Barry (Oved) Tal, Chairman | |
| Bill Watson, Chief Financial Officer | |
+---------------------------------------------------------------------+----------------------------------+
| | |
+---------------------------------------------------------------------+----------------------------------+
| KBC Peel Hunt Ltd (Nominated Adviser and Broker) | +44 (0) 207 418 8900 |
| David Anderson | |
| | |
+---------------------------------------------------------------------+----------------------------------+
About Visual Defence
Visual Defence prides itself on mastering the "Art of Integration" and providing
customized solutions. The Company provides advanced security solutions for
leading government, airport, mass transit and commercial clients around the
world. Leveraging 3C , its proven Security Management Software Platform, and
suite of modular Integration, Video, VoIP Communication, and Situational
Awareness applications, Visual Defence delivers solutions that meet exact
business objectives. Visual Defence turns functionality and interoperability
requirements into intelligent, scalable and easy-to-manage solutions that
provide end-users with the security insight they need to improve operations and
effectively prevent and mitigate risk. Additional information about Visual
Defence is available at:
www.visualdefence.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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