Invu: Result of Special Meeting
07 12월 2007 - 10:00PM
Business Wire
Invu, Inc. (OTC:INVU) announced that Invu shareholders have
approved, among other proposals, the merger of a subsidiary of Invu
plc, a United Kingdom company, with and into Invu, and the Merger
has become effective under Colorado law. Pursuant to the Merger
Agreement, dated November 6, 2007, shareholders of Invu who are US
Persons, as of the effective time of the Merger, will be entitled
to receive $0.532 per share in cash. Shareholders of Invu who are
non-US Persons, as of the effective time of the Merger, will be
entitled to receive 1 ordinary share of 1 pence each in Invu plc
for each common share owned by such Invu shareholder. The Merger
Agreement provides that Invu shareholders are to complete and
return the prescribed Form of Representation to the appropriate
registrar of Invu indicating, among other things, their status as
either a US Person or a non-US Person. Invu shareholders who fail
to return a validly completed Form of Representation by March 31,
2008 shall be entitled only to receive $0.532 per share in cash.
The foregoing is a brief, general summary of the Merger, and
important details are set forth in the Proxy Statement and the Form
of Representation. All capitalized terms used in this press
release, including the term US Person, are as defined in the Proxy
Statement. The issuance of Invu PLC shares in the Merger is not
intended for Invu shareholders in the United States. The shares of
Invu plc to be issued in the Merger will not be, nor have been,
registered under the Securities Act of 1933, as amended, and may
not be offered or sold in the United States absent registration
under the Securities Act or an applicable exemption from such
registration requirements. The Proxy Statement and Merger Agreement
provide that no Invu plc shares may be issued pursuant to the
Merger to any person who is in the United States at either (i) the
time of receipt of the Proxy Statement, (ii) the time the completed
Form of Representation, if any, is sent to the appropriate Invu
registrar or (iii) at the effective time of the Merger. The Proxy
Statement further states that it does not constitute an offer to
any person in the United States, and any attempt by any person in
the United States to obtain Invu plc shares through the return of
the Form of Representation will be rejected.
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