Merger Update
2011年11月9日 - 2:05AM
RNSを含む英国規制内ニュース (英語)
TIDMATI2
AMATI VCT 2 PLC
VICTORY VCT PLC
Merger Update
Joint Announcement
8 November 2011
This announcement is made by Amati VCT 2 plc ("Amati 2") and ViCTory VCT PLC
("ViCTory") in connection with the scheme of reconstruction ("Scheme") in
relation to the merger of Amati 2 with ViCTory details of which were contained
in the prospectus issued by ViCTory, and the circulars sent by each of Amati 2
and ViCTory to its respective shareholders, all dated 28 September 2011.
The boards of directors of Amati 2 and ViCTory are pleased to advise that the
resolution proposed at the second general meeting of Amati 2 held today was
duly passed.
In implementing the Scheme, the assets and liabilities of Amati 2 have been
transferred to ViCTory, in consideration for the issue of ordinary shares of 5
pence each in the capital of ViCTory (the "Shares") as summarised below.
Each shareholder in Amati 2 now holds approximately 62 ordinary shares of 5p
each in ViCTory in respect of each 100 ordinary shares they previously held in
Amati 2.
The total number of ordinary shares allotted and issued in respect of the
Scheme was 27,063,870.
Application has been made for all the shares issued to be admitted to the
Official List and to trading on the main market of the London Stock Exchange.
It is expected that admission will become effective and that trading will
commence on or around 9 November 2011.
In accordance with the terms set out in the prospectus and circulars referred
to above, and as approved by the shareholders of ViCTory on 31 October 2011,
ViCTory will effect on or around the 9 November 2011 a share reconstruction of
its share capital so that immediately following that reconstruction the NAV of
each share of ViCTory in issue (valued as at the close of business on 7
November 2011) will be, as nearly as practicable, 100p. A separate announcement
will be made regarding that share reconstruction once it has been effected by
ViCTory.
As set out in the prospectus, as the Scheme has now taken effect, James Hambro
and David Page have now resigned as directors of ViCTory, James MacLeod and
Richard Martin have now resigned as directors of Amati 2, and two of the
existing directors of the Amati 2 Board, Julian Avery and Chris Macdonald, have
now been appointed as additional directors of ViCTory, with Julian Avery
becoming Chairman.
Amati 2 also announces that further to the resolution passed at the general
meeting referred to above, it has applied for the listing of the Amati 2's
ordinary shares of 10p each on the Official List of the UK Listing Authority to
be cancelled with effect from the commencement of trading on 7 December 2011.
For further enquiries please contact:
Doreen Nic
0131 243 7215
The City Partnership (UK) Limited
Company Secretary
Page 2 H4651763.6
END
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