Cancellation of admission to trading on AIM


 

TIDMBLKA 
 
RNS Number : 4539E 
Black Arrow Group PLC 
21 December 2009 
 

21 December 2009 
 
 
Black Arrow Group plc 
('BAG' or the 'Company') 
 
 
 
 
PROPOSED CANCELLATION OF ADMISSION TO TRADING ON AIM 
 
 
The Board of the Company has decided to seek shareholders' approval for the 
cancellation of the Company's admission to trading on AIM ("Cancellation").The 
Board is concerned by a number of factors, including the relatively small total 
market capitalisation of the Company, the small free float, the limited trading 
volumes in the Company's shares, the significant costs of compliance with the 
AIM Rules, and the considerable amount of senior management's time consumed in 
maintaining a public listing, at the expense of the Company's day-to-day 
operations. The Board has undertaken a review, which has included consultation 
with the Company's advisers and has come to the view that it is no longer in the 
Company's best interests to maintain the admission of the Company's shares to 
trading on AIM. 
 
 
Following the Cancellation 
 
 
Following the cancellation of trading in the Company's shares on AIM, the shares 
will not be traded on any public market. The Company will not be bound to 
announce material events, interim or final results, nor to comply with any of 
the corporate governance requirements for quoted companies. 
 
 
However, the Board  wishes to assure shareholders that they remain committed to 
a high level of transparency and do not intend the Cancellation to impact on the 
level of disclosure of material events currently made to Shareholders. As such, 
the board will post relevant information on the Company's website. They will 
also hold annual and general meetings in accordance with statutory requirements 
and the Company's articles, and will continue to send shareholders copies of the 
Company's audited accounts. 
Following the Cancellation of trading in the Company's shares on AIM, the shares 
will not be listed on any public market.The Board is aware though that following 
the Cancellation shareholders may still wish to acquire or dispose of shares 
and, accordingly, the Company intends to explore the possibility of establishing 
an appropriate mechanism to allow shareholders to buy and sell shares off market 
at an agreed price. Further details of any such mechanism will be circulated in 
due course. 
 
 
General Meeting 
 
 
Under the AIM rules, it is a requirement that Cancellation of the admission to 
trading on AIM must be approved by not less than 75 per cent of those present 
and entitled to vote or voting by proxy at the General Meeting. This majority is 
required by rule 41 of the AIM Rules. 
 
 
The Board is proposing to convene a General Meeting for 12 noon on 29 January 
2010 at the Company's head office at 155-157 Staines Road, Hounslow, Middlesex, 
TW3 3JB at which the necessary resolution to effect the delisting will be put to 
the shareholders of the Company. 
 
 
If the Cancellation Resolution is passed by the requisite majority, it is 
expected that Cancellation will become effective from 7.00 am on 8 February 
2010.  The Company has informed the London Stock Exchange of this preferred 
cancellation date. 
 
 
The Board will shortly post a circular to shareholders setting out further 
details of the proposed Cancellation and convening the required General Meeting. 
Shareholders should note that following Cancellation the Company will remain 
subject to the provisions of The City Code on Takeovers and Mergers, on the 
basis set out in those provisions.  However, the regulatory regime imposed 
through the AIM Rules, which applies solely to companies with shares trading on 
AIM, will no longer apply. 
 
 
 
 
Enquiries: 
Black Arrow Group                                                  0208 572 7474 
 
 
Ronald Waxman, Finance Director 
 
 
 
 
Nominated Adviser 
 
 
WH Ireland Limited 
 
 
David Porter                                                            0207 220 
1666 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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