Result of Tender Offer
21 5월 2009 - 3:00PM
UK Regulatory
TIDMCSD
RNS Number : 6153S
ClearSpeed Technology plc
21 May 2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED
STATES, CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, OR JAPAN
ClearSpeed Technology plc ("ClearSpeed" or the "Company")
Result of Tender Offer
Further to the announcement made by ClearSpeed on Wednesday 29 April 2009 of the
proposed return of cash to Shareholders by Tender Offer, the Board of the
Company is pleased to announce the result of the Tender Offer. The Tender Offer
closed in accordance with its published timetable at 5.00 p.m. on Wednesday 20
May 2009.
A total of 59,551,112 Ordinary Shares were validly tendered pursuant to the
Tender Offer which equates to 95.07 per cent. of the 62,634,497 Ordinary
Shares in issue. Shareholders should note that the Company has not been required
to issue additional Ordinary Shares to satisfy the exercise of Options as set
out in the section entitled "Treatment of Optionholders" in Part 1 of the
circular to Shareholders dated 28 April 2009 (the "Circular").
Based on the Tender Offer price of 15.25 pence per Ordinary Share, the total
number of the Ordinary Shares to be purchased pursuant to the Tender Offer is
45,245,901 for a total cost payable by the Company, before expenses, of
approximately GBP6.9 million.
The aggregate number of Ordinary Shares tendered by Shareholders exceeded
45,245,901, therefore all tenders made by Shareholders will be scaled back pro
rata to the number of Ordinary Shares they chose to tender. Shareholders
will have their CREST accounts credited for approximately 75.98 per cent. of
those Ordinary Shares successfully tendered.
All Ordinary Shares repurchased pursuant to the Tender Offer will be cancelled.
Following such cancellation, the number of ClearSpeed shares in issue is
expected to be 17,388,596.
Completion of the Tender Offer is subject to the approval of the Resolutions at
the General Meeting of the Company convened for 10.00 a.m. today, and
confirmation by the Court of the proposed Reduction of Share Capital and
Cancellation of Reserves.
Subject to satisfaction of these conditions, the timetable for the Tender Offer
and De-Listing is expected to be as follows:
+--------------------------------------+--------------------------------------+
| Court hearing to confirm Reductions | Wednesday 24 June 2009 |
+--------------------------------------+--------------------------------------+
| Cheques issue/CREST accounts | Friday 26 June 2009 |
| credited for Tender Offer proceeds | |
| in respect of Ordinary Shares sold | |
+--------------------------------------+--------------------------------------+
| CREST accounts credited/share | Friday 26 June 2009 |
| certificates issued for revised | |
| holdings of Ordinary Shares | |
| following the sale of Ordinary | |
| Shares under the Tender Offer | |
+--------------------------------------+--------------------------------------+
| De-Listing | Monday 29 June 2009 |
+--------------------------------------+--------------------------------------+
| Despatch of certificates in respect | Monday 29 June 2009 |
| of New Ordinary Shares | |
+--------------------------------------+--------------------------------------+
| Re-registration of ClearSpeed as a | Monday 29 June 2009 |
| private limited company | |
+--------------------------------------+--------------------------------------+
Terms used in this announcement have the same meaning as those in the Circular
to Shareholders.
For further information please contact:
Richard Farleigh, Non-Executive Chairman
ClearSpeed Technology plc 01454 629 623
Richard Kauffer/Joanne Breeze
KBC Peel Hunt, Nominated Adviser and Broker 020 7418 8900
Adrian Duffield/Jon Davies
College Hill, Financial PR 020 7457 2020
The Tender Offer not being made, directly or indirectly, in the United States,
Canada, Australia, New Zealand, South Africa, or Japan and none of this
announcement, the Circular or the Tender Form may be distributed or sent in or
into or from the United States, Canada, Australia, New Zealand, South Africa, or
Japan and doing so may render invalid any purported tender.
KBC Peel Hunt Ltd, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for the Company and no one else in
connection with the Tender Offer and will not be responsible to anyone other
than the Company for providing the protections afforded to customers of KBC Peel
Hunt or for giving advice in relation to the Tender Offer.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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