EGM Statement
15 Octobre 2007 - 12:46PM
UK Regulatory
RNS Number:6992F
Optimisa PLC
15 October 2007
For immediate release 15 October 2007
Optimisa plc
("Optimisa" or the "Company")
Recommended cash offer by Noble & Company Limited
on behalf of Optimisa for eq group plc ("eq") and placing of 600,000 new
ordinary shares (the "Placing")
Result of extraordinary general meeting ("EGM")
Introduction
The Company is pleased to announce that at the EGM of the Company held at 9.30am
today all resolutions were successfully passed.
At the EGM the resolutions approved were as follows:
1) to authorise the Directors to allot shares for the placing for the
purposes of Section 80 of the Companies Act 1985;
2) to authorise the disapplication of the statutory pre-emption rights for
the Placing in terms of Section 89 of the Companies Act 1985;
3) to increase the authorised share capital of the Company;
4) to authorise the Directors to allot shares for the purposes of section
80 of the Companies Act;
5) to authorise the disapplication of the statutory pre-emption rights in
terms of Section 89 of the Companies Act 1985;
6) to sub-divide the ordinary shares of #1.50 in the issued and unissued
share capital of the Company into ordinary shares of 25 pence; and
7) to increase the borrowing limit in the Company's articles of association
from #5 million to #10 million.
The Placing
The Company announced on Friday 12 October 2007 that the offer for the entire
issued and to be issued share capital of eq (the "Offer") had become
unconditional as to acceptances. Application will be made for the 600,000 new
ordinary shares of 150 pence in the Company (the "Placing Shares") being issued
for cash to fund the Offer to be admitted to trading on AIM. Such admission is
likely to become effective and trading commence in the Placing Shares at 8.00
a.m. on 19 October 2007. Following admission the Company will have 1,485,015
ordinary shares of 150 pence in issue.
The share sub-division
The Company intends to carry out a 6 for 1 share sub-division pursuant to the
resolutions passed at the EGM. Holders of the issued ordinary 150 pence shares
in the Company, including the Placing Shares, (the "Issued Ordinary Shares") at
6.00 p.m. on 19 October 2007 (the "Record Date") will be issued with six new
ordinary shares of 25 pence each in the Company (the "New Ordinary Shares") for
each Issued Ordinary Share (the "Sub-division"). Application will be made for
the New Ordinary Shares to be admitted to trading on AIM. Admission and
commencement of trading in the New Ordinary Shares on AIM is expected to
commence at 8.00 a.m. on 22 October 2007. At the same time the listing of
Issued Ordinary Shares on AIM will be cancelled. Certificates in respect of the
New Ordinary Shares will be despatched, on or before 30 October 2007, to
shareholders who hold Issued Ordinary Shares in certificated form at the Record
Date.
Record Date for the Sub-division 6.00 p.m. on 19 October 2007
Admission of the New Ordinary Shares to
trading on AIM and cancellation of the listing
of the Issued Ordinary Shares 8.00 a.m. on 22 October 2007
CREST accounts credited with the New Ordinary
Shares 22 October 2007
Despatch of definitive certificates in respect
of the New Ordinary Shares by 30 October 2007
Enquiries:
Optimisa plc
Ron Littleboy, Non-Executive Chairman 020 7960 3320
Noble & Company Limited 020 7763 2200
Nick Naylor /Brian Stockbridge
Capita Registrars 0870 162 3121
This information is provided by RNS
The company news service from the London Stock Exchange
END
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