Result of Scheme Court Hearing
April 23 2010 - 9:45AM
UK Regulatory
TIDMXPT TIDMAVI
RNS Number : 7175K
Xploite PLC
23 April 2010
Not for release, publication or distribution, in whole or in part, in, directly
or indirectly, or into or from any jurisdiction where to do so would constitute
a violation of the relevant laws of such jurisdiction
Recommended proposal for the acquisition of Xploite plc ("Xploite") by Avisen
plc
("Avisen") to be implemented by means of a Scheme of Arrangement (the "Scheme")
Result of Scheme Court Hearing
Xploite and Avisen are pleased to announce that today, at the Scheme Court
Hearing, the first of two Court Hearings required as part of the Scheme, the
Court sanctioned the Scheme.
The Reduction Court Hearing, at which the Court will consider and, if thought
fit, make the Reduction Court Order to confirm the reduction of the share
capital of the Company, is scheduled to take place on 27 April 2010.
In accordance with Rule 19.11 of the City Code, a copy of this announcement and
the Scheme Document will be published on Xploite's website at www.xploite.co.uk
and Avisen's website at www.avisenplc.com.
Terms defined in the Scheme Document dated 12 March 2010 shall have the same
meaning in this announcement, save where the context otherwise requires.
For further information please contact:
+-------------------------------------------+-----------------+
| Xploite plc | 0870 737 2001 |
+-------------------------------------------+-----------------+
| Ian Smith (Chief Executive Officer) | |
+-------------------------------------------+-----------------+
| Robert Arrowsmith (Chief Financial | |
| Officer) | |
+-------------------------------------------+-----------------+
| | |
+-------------------------------------------+-----------------+
| Brewin Dolphin Investment Banking | 0845 213 1000 |
| (financial adviser to Xploite) | |
+-------------------------------------------+-----------------+
| Matt Davis | |
+-------------------------------------------+-----------------+
| Neil McDonald | |
+-------------------------------------------+-----------------+
| | |
+-------------------------------------------+-----------------+
| Hansard Communications (PR adviser to | 020 7245 1100 |
| Xploite) | |
+-------------------------------------------+-----------------+
| Justine James | |
+-------------------------------------------+-----------------+
| Adam Reynolds | |
+-------------------------------------------+-----------------+
| | |
+-------------------------------------------+-----------------+
| Avisen plc | 0870 880 2978 |
+-------------------------------------------+-----------------+
| Marcus Hanke (Chief Executive Officer) | |
+-------------------------------------------+-----------------+
| | |
+-------------------------------------------+-----------------+
| Zeus Capital Limited (financial adviser | 0161 831 1512 |
| to Avisen) | |
+-------------------------------------------+-----------------+
| Ross Andrews | |
+-------------------------------------------+-----------------+
| Nick Cowles | |
+-------------------------------------------+-----------------+
| | |
+-------------------------------------------+-----------------+
| Bishopsgate Communications (PR adviser to | 020 7562 3355 |
| Avisen) | |
+-------------------------------------------+-----------------+
| Robyn Samuelson | |
+-------------------------------------------+-----------------+
| Siobhra Murphy | |
+-------------------------------------------+-----------------+
Disclosure requirements of the Takeover Code (the "Code")
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any
class of relevant securities of an offeree company or of any paper offeror
(being any offeror other than an offeror in respect of which it has been
announced that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer period and,
if later, following the announcement in which any paper offeror is first
identified. An Opening Position Disclosure must contain details of the person's
interests and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any paper offeror(s). An
Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made
by no later than 3.30 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30 pm
(London time) on the 10th business day following the announcement in which any
paper offeror is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to the deadline
for making an Opening Position Disclosure must instead make a Dealing
Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
paper offeror must make a Dealing Disclosure if the person deals in any relevant
securities of the offeree company or of any paper offeror. A Dealing Disclosure
must contain details of the dealing concerned and of the person's interests and
short positions in, and rights to subscribe for, any relevant securities of each
of (i) the offeree company and (ii) any paper offeror, save to the extent that
these details have previously been disclosed under Rule 8. A Dealing Disclosure
by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm
(London time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a paper offeror, they will be deemed to be a
single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by any
offeror and Dealing Disclosures must also be made by the offeree company, by any
offeror and by any persons acting in concert with any of them (see Rules 8.1,
8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made can
be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. If you are in any doubt as to whether you are required to make
an Opening Position Disclosure or a Dealing Disclosure, you should contact the
Panel's Market Surveillance Unit on +44 (0)20 7638 0129."
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCUOSORROASUAR
Xploite (LSE:XPT)
Historical Stock Chart
From May 2024 to Jun 2024
Xploite (LSE:XPT)
Historical Stock Chart
From Jun 2023 to Jun 2024
