Last checked at 3 Feb 2015 17:00
Computacenter plc
POSTING OF CIRCULAR AND NOTICE OF EXTRAORDINARY GENERAL MEETING
Computacenter plc ("Computacenter", the "Company" or the "Group") confirms that, further to yesterday's announcement regarding the proposal to return 71.9 pence per Existing Ordinary Share, equivalent to approximately £100 million, to Shareholders, it has today posted a circular to Shareholders with further details of the proposed Return of Value (the "Circular") and convening an Extraordinary General Meeting, to be held at 2 p.m. on 19 February 2015, to obtain all necessary Shareholder approvals for its implementation.
To view the Circular, please visit the Group's website at www.computacenter.com. In accordance with Listing Rule 9.6.1, Computacenter plc confirms that copies of the Circular have been submitted to the UK Listing Authority's National Storage Mechanism. These documents will shortly be available for inspection at: www.hemscott.com/nsm.do
Additionally, copies of the Circular are, and will remain, available for inspection at the registered office of Computacenter plc at Hatfield Avenue, Hatfield, Hertfordshire, AL10 9TW, United Kingdom and at the offices of Linklaters LLP, 1 Silk Street, London, EC2Y 8HQ, during normal business hours on any business day with effect from today and up to and including the conclusion of the Meeting.
All definitions used in the Circular apply to this announcement.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Latest time and date for receipt of blue Forms of Proxy or CREST Proxy Instruction for the Extraordinary General Meeting | 2.00 p.m. on 17 February 2015 | |
Extraordinary General Meeting |
2.00 p.m. on 19 February 2015 | |
Latest time and date for receipt of white Forms of Election and TTE instructions in respect of the B Share Alternatives |
4:30 p.m. on 19 February 2015 | |
Latest time and date for dealings in Existing Ordinary Shares; Existing Ordinary Share register closes and Existing Ordinary Shares disabled in CREST
|
4:30 p.m. on 19 February 2015 | |
Record Date for the Return of Value and the Share Capital Consolidation | 5.00 p.m. on 19 February 2015 | |
B Share and New Ordinary Share issue date |
8.00 a.m. on 20 February 2015 | |
New Ordinary Shares admitted to the Official List and to trading on the London Stock Exchange's main market for listed securities; dealings in New Ordinary Shares commence; enablement in CREST of New Ordinary Shares |
8.00 a.m. on 20 February 2015 | |
New Ordinary Shares credited to CREST accounts |
8.00 a.m. on 20 February 2015 | |
Investec makes the Purchase Offer by means of an announcement on the Regulatory News Service of the London Stock Exchange |
8.00 a.m. on 23 February 2015 | |
Investec to be registered as the holder of relevant B Shares pursuant to the Purchase Offer |
By 4.30 p.m. on 23 February 2015 | |
Single B Share Dividend Record Date |
7.30 a.m. on 24 February 2015 | |
Single B Share Dividend declared and B Shares automatically convert into Deferred Shares |
8.00 a.m. on 24 February 2015 | |
Despatch of share certificates in respect of New Ordinary Shares and despatch of cheques and CREST accounts credited, as appropriate, for fractional entitlements |
By 6 March 2015 | |
Despatch of cheques or CREST accounts credited in respect of the purchase of B Shares, as appropriate |
By 10 March 2015 | |
Despatch of cheques or payment by BACS to mandated bank accounts, in respect of the Single B Share Dividend, as appropriate |
By 10 March 2015 |
Notes: |
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(1) All dates are subject to change. | |
(2) References to time in this document are to London time. | |
(3) If any of the above times or dates should change, the revised times and/or dates will be notified to Shareholders by an announcement through the Regulatory News Service of the London Stock Exchange. | |
(4) All events in the above timetable following Listing are conditional upon Listing. | |
(5) Shareholders holding their Existing Ordinary Shares in uncertificated form should refer to paragraph 2 of Part VII of the circular for information on electing and settling through CREST for the purposes of the Return of Value. | |
Investec Bank plc, which is authorised in the United Kingdom by the Prudential Regulation Authority and regulated in the United Kingdom by the Prudential Regulation Authority and the Financial Conduct Authority, is acting as financial adviser and corporate broker to Computacenter and is acting for no-one else in connection with the Return of Value, the Purchase Offer or any other matter referred to in this announcement, and will not be responsible to anyone other than Computacenter for providing the protections afforded to customers of Investec Bank plc nor for providing advice to any other person in relation to the Return of Value, the Purchase Offer or any other matter referred to in this announcement.
Enquiries:
Computacenter plc: | 01707 631 601 |
Mike Norris, CEO | |
Tony Conophy, CFO | |
Investec Bank plc: |
020 7597 4000 |
Patrick Robb | |
Carlton Nelson | |
Tulchan Communications: |
0207 353 4200 |
James Macey White |