Idox urges shareholders to accept Frankel offer ahead of planned AIM cancellation

(Sharecast News) - Idox said on Tuesday that it had applied to cancel the admission of its shares to trading on AIM after Frankel UK Bidco's recommended takeover offer was declared unconditional.

The software company said the cancellation was being sought under the AIM rules, after the announcement on 21 April that the offer had become unconditional.

It said the cancellation was expected to take effect at 0700 BST on 29 May, after the required 20 business-day notice period.

Frankel and Idox first announced on 5 January that the transaction structure had been switched from a scheme of arrangement to a recommended takeover offer for the entire issued and to be issued share capital of Idox.

The offer document was published and posted to shareholders on 15 January.

Idox said it had been informed that Frankel intended, promptly after the AIM cancellation, to procure that the company be re-registered as a private company.

Frankel said the cancellation and re-registration would significantly reduce the liquidity and marketability of any Idox shares for which the offer had not been validly accepted, and that their value could be affected as a result.

It also said remaining shareholders would become minority investors in a privately controlled limited company and could be unable to sell their shares.

Frankel also intended to suspend any ordinary course dividends or other distributions by Idox, and said there could be no certainty shareholders would again be offered as much for their shares as under the current offer.

The Idox board said shareholders should also note that, after cancellation, the company would no longer be subject to the AIM rules, including rules covering corporate governance matters and related party transactions.

Idox would also no longer retain a nominated adviser.

The offer would remain open for acceptances until further notice, with at least 14 calendar days' notice to be given by announcement before it closes.

Idox reminded shareholders that, if Frankel receives acceptances under the offer or otherwise acquires 90% or more of the shares to which the offer relates, it intended to use statutory squeeze-out provisions under the Companies Act to compulsorily acquire the remaining shares.

The company said shareholders were "strongly encouraged" to submit their acceptances as soon as possible.

At 1126 BST, shares in Idox were up 0.14% at 71.3p.

Reporting by Josh White for Sharecast.com.

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