Share and Cash Elections
01 Mai 2008 - 5:48PM
UK Regulatory
RNS Number:6043T
Lighthouse Group PLC
01 May 2008
1 May 2008
Not for release, publication or distribution, in whole or in part, in, into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws or regulations of such jurisdiction.
Merger of Sumus Plc ("Sumus") and Lighthouse Group plc ("Lighthouse")
Share and Cash Elections
The Lighthouse Board announces that, pursuant to the recommended Merger of Sumus
and Lighthouse, cash elections have been made under the Scheme in respect of
6,496,128 Scheme Shares (which equates to a total cash payment of
#2,825,815.59), and that a total of 43,960,446 New Lighthouse Shares will be
issued to former Sumus Shareholders.
The Lighthouse Board is pleased to note that the number of Sumus shareholders
who did not elect to receive the partial cash alternative means that the number
of New Lighthouse Shares to be issued is some 11 per cent. below the maximum
number of 49,134,301 stated in the Scheme Document.
Unless the context otherwise requires, terms defined in the Scheme Document have
the same meaning in this announcement.
The Enlarged Group will have total issued share capital of 127,679,197 ordinary
shares of 1p each when the Scheme becomes effective. The Scheme and the Merger
are expected to become effective on 6 May 2008.
Enquiries
Sumus Plc 0117 933 0777
Allan Rosengren, Group Chief Executive
Peter Smith, Group Finance Director
Arbuthnot Securities (Financial adviser to Sumus) 020 7012 2000
Tom Griffiths/Alasdair Younie
Winningtons Financial (Financial PR adviser to Sumus) 0117 920 0092
Tom Cooper/Paul Vann
Lighthouse Group plc 020 7065 5640
David Hickey, Executive Chairman
Malcolm Streatfield, Chief Executive Officer
Daniel Stewart & Company plc (Financial adviser to 020 7776 6550
Lighthouse)
Lindsay Mair/Stewart Dick
Abchurch Communications (Financial PR adviser to 020 7398 7700
Lighthouse)
Heather Salmond/Gareth Mead
Arbuthnot Securities Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority is acting exclusively for Sumus and
is acting for no one else in connection with the Merger and will not be
responsible to anyone other than Sumus for providing the protections afforded to
clients of Arbuthnot Securities Limited or for providing advice in relation to
the Merger or any other matter referred to herein.
Daniel Stewart & Company plc, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting for Lighthouse and no
one else in connection with the Merger and will not be responsible to anyone
other than Lighthouse for providing the protections afforded to clients of
Daniel Stewart & Company plc nor for providing advice in relation to the Merger
or any other matter referred to herein.
This announcement is not intended to, and does not, constitute an offer or an
invitation to purchase or subscribe for any securities or the solicitation of
an offer to purchase any securities, pursuant to the Merger or otherwise.
The distribution of this announcement in jurisdictions other than the UK may be
restricted by law and therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about, and observe, any
applicable requirements. This announcement has been prepared for the purpose of
complying with English law and the 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 England.
Copies of this announcement are not being, and must not be, directly or
indirectly, mailed or otherwise forwarded, distributed or sent in or into or
from any Restricted Jurisdiction and persons receiving this announcement
(including custodians, nominees and trustees) must not mail or otherwise
forward, distribute or send it in or into or from any Restricted Jurisdiction.
The Merger may not be made, directly or indirectly, in or into or by the use of
the mails of, or by any other means or instrumentality (including, without
limitation, electronic mail, facsimile transmission, telex, telephone, internet
or other forms of electronic communication) of interstate or foreign commerce
of, or any facility of a national state or securities exchange of any
Restricted Jurisdiction and the Merger may not be capable of acceptance by any
such use, means, instrumentality or facility.
The Sumus Directors accept responsibility for the information contained in this
announcement, except for the information for which responsibility is taken by
the Lighthouse Directors. To the best of the knowledge and belief of the Sumus
Directors (who have taken all reasonable care to ensure that such is the case)
the information contained in this announcement for which they are responsible
is in accordance with the facts and does not omit anything likely to affect the
import of such information.
The Lighthouse Directors accept responsibility for the information contained in
this announcement relating to each member of the Lighthouse Group, the
directors of each member of the Lighthouse Group and the members of their
immediate families, related trusts and any persons connected with them. To the
best of the knowledge and belief of the Lighthouse Directors (who have taken
all reasonable care to ensure that such is the case) the information contained
in this announcement for which they are responsible is in accordance with the
facts and does not omit anything likely to affect the import of such
information.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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