Merger Update (7309R)
09 11월 2011 - 2:09AM
UK Regulatory
TIDMVICT TIDMATI2
RNS Number : 7309R
Victory VCT PLC
08 November 2011
AMATI VCT 2 PLC
VICTORY VCT PLC
Merger Update
Joint Announcement
8 November 2011
This announcement is made by Amati VCT 2 plc ("Amati 2") and
ViCTory VCT PLC ("ViCTory") in connection with the scheme of
reconstruction ("Scheme") in relation to the merger of Amati 2 with
ViCTory details of which were contained in the prospectus issued by
ViCTory, and the circulars sent by each of Amati 2 and ViCTory to
its respective shareholders, all dated 28 September 2011.
The boards of directors of Amati 2 and ViCTory are pleased to
advise that the resolution proposed at the second general meeting
of Amati 2 held today was duly passed.
In implementing the Scheme, the assets and liabilities of Amati
2 have been transferred to ViCTory, in consideration for the issue
of ordinary shares of 5 pence each in the capital of ViCTory (the
"Shares") as summarised below.
Each shareholder in Amati 2 now holds approximately 62 ordinary
shares of 5p each in ViCTory in respect of each 100 ordinary shares
they previously held in Amati 2.
The total number of ordinary shares allotted and issued in
respect of the Scheme was 27,063,870.
Application has been made for all the shares issued to be
admitted to the Official List and to trading on the main market of
the London Stock Exchange. It is expected that admission will
become effective and that trading will commence on or around 9
November 2011.
In accordance with the terms set out in the prospectus and
circulars referred to above, and as approved by the shareholders of
ViCTory on 31 October 2011, ViCTory will effect on or around the 9
November 2011 a share reconstruction of its share capital so that
immediately following that reconstruction the NAV of each share of
ViCTory in issue (valued as at the close of business on 7 November
2011) will be, as nearly as practicable, 100p. A separate
announcement will be made regarding that share reconstruction once
it has been effected by ViCTory.
As set out in the prospectus, as the Scheme has now taken
effect, James Hambro and David Page have now resigned as directors
of ViCTory, James MacLeod and Richard Martin have now resigned as
directors of Amati 2, and two of the existing directors of the
Amati 2 Board, Julian Avery and Chris Macdonald, have now been
appointed as additional directors of ViCTory, with Julian Avery
becoming Chairman.
Amati 2 also announces that further to the resolution passed at
the general meeting referred to above, it has applied for the
listing of the Amati 2's ordinary shares of 10p each on the
Official List of the UK Listing Authority to be cancelled with
effect from the commencement of trading on 7 December 2011.
For further enquiries please contact:
Doreen Nic
0131 243 7215
The City Partnership (UK) Limited
Company Secretary
This information is provided by RNS
The company news service from the London Stock Exchange
END
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