Scheme of Arrangement becomes Effective
08 Avril 2009 - 12:06PM
UK Regulatory
TIDMBROC TIDMRGO
RNS Number : 3484Q
Broca Plc
08 April 2009
8 April 2009
Broca plc
("Broca" or the "Company")
Scheme of Arrangement becomes Effective
The Broca Board is pleased to announce that the Scheme to effect the recommended
acquisition by 2 ergo of the entire issued and to be issued share capital of
Broca has become Effective today
Cancellation from AIM
Dealings in Ordinary Shares on AIM were suspended as from 7:00 a.m. on 6 April
2009. Cancellation of admission to trading on AIM of the Ordinary Shares will
take place at 7:00 a.m. on 9 April 2009.
The expected timing of principal events in respect of the implementation of the
Scheme of Arrangement is as follows:
7:00 am on 9 April 2009 Cancellation of admission to trading on AIM of the
Ordinary Shares
8:00 am on 9 April 2009Admission of the New 2 ergo Shares to
trading on AIM
9 April 2009 Expected date for settlement of New 2 ergo Shares
through CREST
16 April 2009Latest date for despatch of share certificates for
New 2 ergo Shares
All references to times in this announcement are to London times.
Capitalised terms used but not defined in this announcement have the
same meanings as given to them in the Scheme Document dated 18 February 2009
in relation to the Scheme.
For further information contact:
Ian Price - Managing Director
Broca Plc
Tel: 0845 0066661
Fiona Owen
Grant Thornton UK LLP
Nominated Adviser and Financial Adviser
Tel: 020 7383 5100
Claire Palmer/Mark Ling
Littlejohn
Tel: 020 7516 2200
The Directors accept responsibility for the information contained in this
announcement. To the best of knowledge and belief of the Directors, who have
taken all reasonable care to ensure such is the case, the information contained
in this announcement is in accordance with the facts and does not omit anything
likely to affect the import of such information.
This announcement is for information purposes only and does not constitute an
offer to sell or invitation to purchase any securities or the solicitation of
any vote for approval in any jurisdiction, nor shall there be any sale, issue or
transfer of the securities referred to in this announcement in any jurisdiction
in contravention of applicable law. Any response in relation to the Acquisition
should be made only on the basis of the information contained in the Scheme
Document or any document by which the Acquisiton is made. This announcement does
not constitute a prospectus or prospectus equivalent document.
Numis, which is authorised and regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for 2 ergo and no-one else in
connection with the Acquisition and will not be responsible to anyone other than
2 ergo for providing the protections afforded to clients of Numis, nor for
providing advice in relation to the Acquisition, the content of this
announcement, or any matter referred to herein. Numis is 2 ergo's nominated
adviser for the purposes of the AIM Rules and as nominated adviser, its
responsibilities are owed solely to the London Stock Exchange and are not owed
to 2 ergo or any 2 ergo Director or any other entity or person.
RSM Bentley Jennison, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting exclusively for 2 ergo and no one
else in connection with the Acquisition and will not be responsible to anyone
other than 2 ergo for providing the protections afforded to clients of RSM
Bentley Jennison nor for providing advice in relation to the Acquisition, the
contents of this announcement, or any matter referred to herein.
Grant Thornton UK LLP, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively for Broca and no-one
else in connection with the Acquisition and will not be responsible to anyone
other than Broca for providing the protections afforded to clients of Grant
Thornton UK LLP nor for providing advice in relation to the Acquisition, the
content of this announcement, or any matter referred to herein. Grant Thornton
UK LLP is Broca's nominated adviser for the purposes of the AIM Rules and as
nominated adviser, its responsibilities are owed solely to the London Stock
Exchange and are not owed to Broca or any Director or any other entity or
person.
Littlejohn is acting exclusively for Broca and no-one else in connection with
the Acquisition and will not be responsible to anyone other than Broca for
providing the protections afforded to clients of Littlejohn nor for providing
advice in relation to the Acquisition, the contents of this announcement or any
matter referred to herein.
This announcement has been prepared for the purpose of complying with English
law and the City Code and the information disclosed may not be the same as that
which would have been disclosed if this announcement had been prepared in
accordance with the laws of jurisdictions outside the United Kingdom. The
release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law. Persons who are not resident in the
United Kingdom or who are subject to other jurisdictions should inform
themselves of, and observe, any applicable requirements.
No listing authority or equivalent has reviewed, approved or disapproved of this
announcement or any of the proposals described herein.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCUUUCUCUPBGUR
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