12 Sep 2014 13:03
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY RESTRICTED JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
12 September 2014
RECOMMENDED ALL SHARE OFFER
BY
APC TECHNOLOGY GROUP PLC
FOR
GREEN COMPLIANCE PLC
TO BE IMPLEMENTED BY MEANS OF A SCHEME OF ARRANGEMENT
UNDER PART 26 OF THE COMPANIES ACT 2006
Scheme Effective
The Directors of Green Compliance plc ("Green Compliance") are pleased to announce that the Scheme of Arrangement under Part 26 of the Companies Act 2006 to implement the recommended acquisition by APC Technology Group plc ("APC") of the entire issued share capital of Green Compliance is now effective.
Accordingly, Green Compliance has become a wholly-owned subsidiary of APC. APC has issued and allotted 2 New APC Shares for every 71 Scheme Shares held by Green Compliance Shareholders on the Green Compliance register at 6.00 p.m. on 11 September 2014.
The admission of the Green Compliance Shares to trading on AIM will be cancelled with effect from 7.00 a.m. on 15 September 2014. Application will be made for the admission of 13,404,952 New APC Shares to trading on AIM with dealings expected to commence at 8.00 a.m. on 15 September 2014.
Following admission of the New APC Shares, which will rank pari passu in all respects with the existing APC Shares in issue, APC's total issued share capital will comprise 73,349,493 ordinary shares of 2p each. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, securities of APC.
CREST accounts will be credited with New APC Shares on 15 September 2014 and share certificates in respect of New APC Shares will be despatched no later than 26 September 2014.
Enquiries:
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Green Compliance plc Bob Holt, Chairman and Chief Executive Richard Hodgson, Chief Operating Officer
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Tel: +44 (0) 7778 798 816 Tel: +44 (0) 7880 787 924 |
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N+1 Singer - Nominated and Financial Adviser and Broker to Green Compliance Andrew Craig / Ben Wright / Alex Wright
| Tel: +44 (0) 20 7496 3000 |
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Gable Communications Limited - Financial PR to Green Compliance John Bick
| Tel : +44 (0) 20 7193 7463 or +44 (0) 7872 061 007 |
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N+1 Singer, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Green Compliance and no-one else in connection with the Offer and will not be responsible to anyone other than Green Compliance for providing the protections afforded to clients of N+1 Singer nor for providing advice in relation to the Offer or the contents of, or any matter or arrangement referred to in, this announcement.
Publication on website and availability of hard copies
A copy of this announcement will be made available free of charge (subject to any applicable restrictions with respect to persons resident in Restricted Jurisdictions) on the websites of Green Compliance at www.greencomplianceplc.com. For the avoidance of doubt, the content of that website is not incorporated by reference and does not form part of this announcement.
You may request a hard copy of this announcement by contacting Green Compliance at 2 Derwent Close, Warndon, Worcester WR4 9TY or by telephoning 01905 731609. Relevant documents will be posted within two Business Days of receipt of such a request.