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Notice of General Meeting

28 Nov 2008 18:15

RNS Number : 2382J
@UK PLC
28 November 2008
 



For Immediate Release

28 November 2008

@UK PLCProposed authorities to issue shares and Notice of General Meeting ("GM")

BACKGROUND 

The Directors believe that @UK PLC has a number of exciting developments in prospect, such as their OGC framework for spend analysis and potential contractwith London Procurement Program (the procurement body for the 73 London NHS Trusts) following a successful pilot of our spend analysis system. 

The Directors should like to ensure that your Company has the resources to deliver these prospects whilst maintaining our financial position, which they believe provides the Company with an advantage over its direct competitors.

Therefore the Board is now seeking authority to raise additional funds without the high costs of going through a rights issue process, which might otherwise require the preparation of prospectus. The Board believes that this is a prudent step to take, particularly given the current market conditions, as it will provide the Board with the flexibility to move quickly to raise funds if required on more favourable terms. At present the Company has cash resources of £ 670,444.

The Company is therefore seeking from shareholders the flexibility to raise finance by means of issuing new equity without pre-emption for existing shareholders. 

In assessing the level of funds raised, and the terms on which such funds are raised, the Board will seek to negotiate the best commercial terms available to it taking account of the current state of the equity market, the Company's funding requirement and the willingness of investors to back the Company as an investment proposition. The amount of funds raised will be determined by the demand received for the Company's new equity (or instruments convertible into equity), the cost of such investment, and the Board's assessment of the benefit of the returns available from that investment versus the cost of the funding. 

The Company is therefore seeking the authority to issue up to 50 million shares for cash without first offering such shares to existing Shareholders. Given that the Company presently has 37.8 million shares in issue it is likely that any issue of Ordinary Shares in the Company will be highly dilutive to existing shareholders.

The Company is also seeking shareholder consent to electronic communications. This fits with the Company's ethos as an electronic business company and will help reduce costs and improve the environment.

GENERAL MEETING

The Company is today sending shareholders a circular convening a General meeting to be held at 6a Vulcan House, Calleva Park, Aldermaston, Berks RG7 8NN at 10.00 am on 24 December 2008 at which Resolutions will be proposed to:

 

(i) to authorise the Company to use electronic communications;
(ii) to grant authority to the board pursuant to Section 80 of the Companies Act 1985 to allot up to the aggregate nominal amount of the authorised but unissued share capital, being an amount equal to approximately 661% per cent of the issued ordinary share capital of the Company such authority to expire at the next Annual General Meeting or 15 months after passing this resolution which ever is earlier; and
(iii) to empower the Board pursuant to Section 95 of the Companies Act 1985 to allot equity securities for cash other than pro rata to existing shareholdings up to an additional nominal amount of £500,000, equal to 132% per cent of the issued ordinary share capital of the Company, such authority to expire at the conclusion of the next Annual General Meeting of the Company.

A copy of the circular and this announcement will be available on the Company's website:

www.uk-plc.net/

Contacts

@UK PLC 

Ronald Duncan

Chairman

Tel 0118 963 7000

Beaumont Cornish LimitedRoland Cornish

Tel 0207 628 3396

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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