RE: RNS19 Oct 2020 13:47
Great news well done all
19 October 2020
Remote Monitored Systems plc
("Remote Monitored Systems", "RMS", the "Company" or the "Group")
Update on Acquisition of Pharm 2 Farm
Publication of Circular and Notice of General Meeting
On 21 August 2020, the Company announced that it had signed a binding Share Purchase Agreement for the acquisition of 100% of the share capital of Pharm2Farm Limited ("P2F") (the "Acquisition"). Completion of the Acquisition is subject to regulatory and RMS shareholder approval. The Acquisition will be satisfied by the issue of 600,000,000 new ordinary shares of 0.01 pence each in the capital of the Company ("Consideration Shares"), equating to approximately £2,370,000 based on RMS's closing share price on 20 August 2020.
RMS is pleased to announce a shareholder circular (the "Circular") will be published today that contains information on the background to, and reasons for, the Acquisition and includes a notice convening a general meeting of the Company (the "General Meeting"). The General Meeting will be held at 10:30 a.m. on 4 November 2020 at GyroMetric Systems Limited, Unit 23, The Heathcoat Building, Nottingham Science and Technology Park, University Boulevard, Nottingham, NG7 2QJ. The Circular is expected to be posted to RMS Shareholders shortly.
Given the evolving situation regarding Covid-19 and the changing restrictions on social contact, public gatherings and non-essential travel, RMS Shareholders will not be permitted to attend the General Meeting in person, save for those RMS Shareholders permitted by the chairman of the meeting to attend to establish a quorum. Instead, shareholders should appoint the chairman of the meeting, rather than a third party, as their proxy by the relevant time. A copy of the Circular will be available for inspection on the Company's website at https://www.remotemonitoredsystems.com.
The Acquisition of P2F is expected to be completed on 5 November 2020, subject to satisfaction or (where applicable) waiver of the conditions, the outstanding condition being the passing of the resolutions at the General Meeting.
Unless otherwise indicated, all defined terms in this announcement shall have the same meaning as described in the Circular.