Proposed delisting & notice of general meeting


 

TIDMHNN 
 
RNS Number : 6869Q 
Norman Hay PLC 
06 August 2010 
 

 
 
Press Release 
For immediate release 
6th August 2010 
 
Norman Hay plc 
 
Proposed cancellation of admission to trading on AIM and notice of general 
meeting 
 
Norman Hay plc ("Norman Hay" or "the Company"), the specialist chemicals and 
systems group, today announces that, in accordance with Rule 41 of the AIM 
Rules, the Group has notified the London Stock Exchange of its intention to 
delist, subject to shareholder approval. 
 
A circular is being distributed to shareholders today and the Resolution will be 
put to shareholders at a General Meeting to be held at the Company's Head 
Office, Godiva Place, Coventry, CV1 5PN at 11.00 a.m. on 31 August 2010. 
 
Under the AIM rules, it is a requirement that the Delisting is approved by the 
requisite majority of Shareholders voting at the General Meeting (being not less 
than 75 per cent of the votes cast). Subject to the Resolution approving the 
Delisting being passed at the General Meeting, it is anticipated that trading in 
the Ordinary Shares on AIM will cease at the close of business on 7 September 
2010 with Delisting taking effect at 7.00 am on 8 September 2010. 
 
The Directors believe that the Company will not benefit from its continued 
admission to trading on AIM.  The Directors consider AIM to be a drain on 
management time and the ongoing costs and regulatory requirements associated 
with maintaining the Company's listing outweigh any other potential benefits. 
The current annual costs of the Company's shares being admitted to trading on 
AIM total approximately GBP90,000 per annum, which the Directors are confident 
could be better used in running the business.  The Directors believe that the 
Company will be able to utilise the costs saved and the significant amount of 
senior management time entailed in maintaining Admission towards growing the 
business for the benefit of Shareholders. 
 
Further, the Directors believe that the Company will not be able to access funds 
from the issue of equity capital or use shares to effect acquisitions. 
 
If the Delisting is approved by Shareholders, the Directors intend to operate 
the underlying business with a view to returning long term value to Shareholders 
which will be more easily achieved if the Delisting is approved. 
 
The Board intends to continue to: 
 
(a)    post information relating to the Company on its website at 
www.normanhay.com; 
 
(b)    hold general meetings in accordance with the applicable statutory 
requirements and the Company's articles of association; and 
 
(c)    provide access to and/or provide copies of the Company's audited accounts 
in accordance with the applicable statutory requirements. 
 
The Company intends, as soon as practicable following the Delisting, to 
facilitate a dealing arrangement to enable Shareholders to trade their Ordinary 
Shares.  The Company intends to make available a new matched bargain service. 
Under this facility, Shareholders or persons wishing to acquire Ordinary Shares 
will be able to leave an indication with the Company that they are prepared to 
buy or sell at an agreed price.  In the event that the order can be matched with 
an opposite sell or buy instruction, both parties would be contacted and then 
the order effected. 
 
Once the facility has been finalised, details will be made available to 
Shareholders via the Company's website: www.normanhay.com. 
 
If this facility proves effective the Board may consider appointing an external 
service provider to supply this service. 
 
The Directors, together with certain other shareholders, intend to vote in 
favour of the resolution in respect of their own beneficial holdings. The 
Directors have an aggregate holding of 2,605,620 Ordinary Shares and together 
with the 5,546,960 Ordinary Shares of certain other Shareholders, the company 
has received irrevocable undertakings to vote in favour of the Resolution 
totalling 8,152,580 Ordinary Shares, representing 55.03 per cent of the Ordinary 
Shares in issue. 
 
The Company has also received a letter of intent to vote in favour of the 
Resolution in respect of 1,555,500 Ordinary Shares representing approximately 
10.49 per cent of the Ordinary Shares in issue. 
 
A full copy of the circular can be downloaded from the Group's website 
www.normanhay.com 
 
 
-   ENDS - 
 
Enquiries to: 
 
Vic Bellanti 
Norman Hay plc 
Tel: +44 (0)24 7622 9373 
 
Andrew Emmott 
Brewin Dolphin (Nominated adviser to the Company) 
Tel: 0845 2134736 
 
Brewin Dolphin Limited has advised the Company only on its compliance with the 
AIM Rules in its capacity as nominated adviser. 
 
 
David Haggie and Juliet Tilley 
Haggie Financial 
Tel: +44 (0)20 7417 8989 
 
 
About Norman Hay plc 
 
Norman Hay plc is a global chemicals, sealant, surface coatings and engineering 
specialist with over 60 years of trading history. It operates globally in five 
continents and is headquartered in Coventry, UK. The Group has four main 
subsidiaries: "Ultraseal" - automotive sealants; "Armourcote" - surface 
coatings; "TAM International" - construction chemicals; and "Norman Hay 
Engineering" - bespoke process plants. Norman Hay plc is listed on AIM under the 
ticker symbol HNN. 
 
For more information see www.normanhay.com 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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