7 Nov 2016 17:53
For Immediate Release | 7 November 2016 |
Bond International Software plc
("Bond" or "the Company")
Notice of Cancellation from Trading on AIM
The Company announced on 4 November 2016 that the sale of the entire issued share capital of the Recruitment Software Subisidiaries had completed and that following this the Directors intended to propose that the Company be placed into Members' Voluntary Liquidiation (the "Liquidation") and consequently the Company intends to cancel its admission to AIM.
The Company announces its intention to cancel the admission of its ordinary shares (the "Ordinary Shares") to trading on AIM ("Delisting") with effect from 7.00 a.m. on 8 December 2016 (the "Cancellation Date").
An explanatory circular (the "Circular") together with a notice of General Meeting to be held at 12.00 p.m. on 7 December 2016 to approve the resolutions required to approve the Liquidation and the Delisting (together, the "Resolutions") is today being posted to shareholders and is available to view on the Company's website at www.bondinternationalsoftware.com.
Unless otherwise defined, capitalised terms within this announcement shall have the same meaning as those in the Circular.
Cancellation of admission to trading on AIM
Subject to the passing of the Resolutions by the requisite majority, admission of the Ordinary Shares to trading on AIM will be cancelled with effect from 7.00 a.m. on 8 December 2016, following which the Company's Ordinary Shares will no longer be tradeable.
The Ordinary Shares will be suspended from trading at 7.30 a.m. on 7 December 2016 in advance of the General Meeting, as the commencement of the liquidation process will render the Company inappropriate for admission to trading on AIM. No mechanism to enable Ordinary Shares to be traded following cancellation will be made available to shareholders.
Dealings and settlement
The Ordinary Shares will be disabled in CREST immediately following the appointment of the liquidators at the General Meeting.
Following completion of the liquidation process, any existing certificates in respect of Ordinary Shares will cease to have any value and any existing credit of Ordinary Shares in any stock account of CREST will become redundant.
Distribution to Shareholders
As stated in the Circulars, and subject to the passing of the Resolutions, the Directors currently anticipate that the total distribution to Shareholders from a Members' Voluntary Liquidation, after the Company has paid all the relevant transaction costs and taxes, is anticipated by the Directors to be between 127 pence and 129.5 pence per Ordinary Share. Whilst there can be no certainty regarding the level of any distribution made by the Joint Liquidators, the Directors currently anticipate that the initial distribution will be between 126 pence and 128 pence per Ordinary Share and anticipate that this initial distribution will be made in the week commencing 9 January 2017. The assumptions upon which the amount of the distribution is based remain the same as stated in the Circulars and have not changed.
Following the payment of all claims and costs and the final distribution of the Company's net cash to Shareholders, a final meeting of Shareholders will be held where an account of the winding up prepared by the Joint Liquidators will be laid before Shareholders together with an explanation. The actual date and amount of all distributions will be determined by the joint liquidators.
For further information, please contact:
Bond International Software plc: Tel: 01903 707070
www.bondinternationalsoftware.com
Steve Russell: Group Chief Executive
Bruce Morrison: Group Finance Director
Buchanan: Tel: 020 7466 5000
Richard Darby
Cenkos Securities plc Tel: 020 7397 8900
Stephen Keys
Camilla Hume