Completion of Proposals (5902Z)
17 1월 2011 - 9:56PM
UK Regulatory
TIDMUTL TIDMECIT
RNS Number : 5902Z
Utilico Limited
17 January 2011
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, TO US PERSONS OR IN OR INTO THE
UNITED STATES OR INTO OR FROM CANADA, JAPAN OR AUSTRALIA
For immediate release
17 January 2011
Utilico Limited
("Utilico")
Recommended proposals for amendments to Utilico's investment
policy, the acquisition of the assets of Eclectic Investment
Company plc ("Eclectic"), the acquisition of certain assets from
General Provincial Life Pension Fund (L) Limited ("GPLPF"),
cancellation of share premium account, increase of authorised share
capital and change of name to Utilico Investments Limited
Utilico is pleased to announce that at the Second General
Meeting of Eclectic held earlier today, the special resolution to
approve the voluntary winding up of Eclectic was approved and
accordingly, subject to Admission of the New Utilico Shares at 8 am
on 18 January (or such later date as may be agreed), the Proposals
as described in the Circular sent to shareholders on 6 December
2010, are effective.
The FAV as at the Calculation Date for each Ordinary Share of
Utilico and Eclectic was 235.7763 pence and 112.6024 pence
respectively.
Valid elections for the Utilico Option were received in respect
of 12 816,497 Eclectic Shares (representing 72.74 per cent. of
Eclectic's issued share capital excluding shares held in treasury)
and elections for the Cash Option were received or deemed to have
been received in respect of the balance of 4,803,005 Eclectic
Shares (27.26 per cent of Eclectic's issued share capital excluding
shares held in treasury).
Accordingly, for every 1,000 Eclectic Ordinary Shares held,
-- Eclectic Shareholders validly electing for the Utilico Option
will receive 477 New Utilico Shares; and
-- Eclectic shareholders entitled to the Cash Option will
receive GBP1 069.72.
Subject to Admission, the terms of the GPLPF Subscription have
been finalised and GPLPF will subscribe for 7,430,643 New Utilico
Shares in consideration for 19,965,369 Resolute ordinary shares
which based on the FAV at the Calculation Date have a value of
GBP17.5 million. Immediately following completion (and after taking
into account the existing Utilico and Eclectic holdings in
Resolute), Utilico will hold 49,885,198 ordinary shares, 61,223,538
convertible loan notes, 16,320,491 listed options and 1,000,000
unlisted options in Resolute with an aggregate value as at the
Calculation Date of GBP106.5 million, representing 24.5 per cent.
of Utilico's gross assets as enlarged by the Proposals.
Application has been made for the admission of 13,551,531 New
Utilico Shares to a premium listing on the Official List and to
trading on the London Stock Exchange. Admission is expected to be
effective at 8 am on 18 January 2011 with CREST accounts in respect
of Depositary Interests being credited on the same day. Cheques in
respect of cash entitlements and new share certificates will be
despatched on or as soon as practicable after 18 January 2011.
The New Utilico Shares represent 15.7 per cent. of the current
issued share capital of Utilico and immediately following
Admission, 99,235,394 Utilico shares will be in issue which may be
used by shareholders as the denominator for the calculations to
determine if they are required to notify their interest, or a
change in their interests, Utilico under the FSA's Disclosure and
Transparency Rules.
The change of name to Utilico Investments Limited will also
become effective on 18 January 2011
Enquiries
Charles Jillings
Utilico Limited
+44 1372 271 486
Alastair Moreton/Dermot McKechnie
Westhouse Securities Limited
+ 44 207 601 6100
A copy of this press release and copies of the resolutions have
been submitted to the National Storage Mechanism and are available
for inspection at: www.Hemscott.com/nsm.do. and will be available
on Utilico's website at: www.utilico.bm
Definitions
Capitalised terms have the meaning set out in the definitions
section of the Circular published by Utilico on 6 December 2010
unless the sense or context determines otherwise
This information is provided by RNS
The company news service from the London Stock Exchange
END
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