Last checked at 19 Mar 2013 10:41
19 March 2013
Corero Network Security plc
("Corero" or the "Company")
Result of General Meeting
Corero Network Security plc (AIM: CNS), the network security and business software provider, is pleased to announce that at the General Meeting held earlier today, the Resolutions proposed were duly passed without amendment.
In order to comply with the City Code on Takeovers and Mergers (the "Code"), Resolution 1, concerning the waiver of obligations under Rule 9 of the Code in connection with the participation of the Concert Party in the Fundraising (the "Waiver Resolution"), was passed by means of a poll of Independent Shareholders. The Waiver Resolution was voted on a poll and 14,664,628 votes (72.7% of votes cast) were cast in favour, and 5,501,871 votes (27.3% of votes cast) were cast against. Therefore, the Concert Party and those Shareholders who are not participating in the Fundraising did not vote on the Waiver Resolution. Following completion of the Fundraising, assuming that all Share Options granted to the Concert Party are exercised in full, no exercise of other options by other option holders (and no disposals by them) and no other Ordinary Shares are issued by the Company following Admission, the maximum number of Ordinary Shares held by the Concert Party would increase to 36,065,942 Ordinary Shares constituting 41.6 per cent. of the Company's voting rights.
Application has been made for admission to trading on AIM of the 8,133,337 Placing Shares and 18,866,667 Subscription Shares, which is expected to become effective at 8.00 a.m. tomorrow and dealings in the Placing Shares and Subscription Shares will commence immediately thereafter. Subsequent to Admission becoming effective, the Company will have 85,637,416 ordinary shares of 1p each in issue with each share carrying the right to one vote. There are no shares held in treasury.
The above 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, the Company under the FSA's Disclosure and Transparency Rules.
Terms defined in the Company's circular of 25 February 2013 in respect of the Fundraising have the same meaning in this announcement.
Enquiries:
Corero Network Security plc | ||
Andrew Miller, Chief Operating Officer | Tel: 01923 897 333 | |
finnCap | ||
Stuart Andrews / Henrik Persson (corporate finance) Simon Johnson / Stephen Norcross (corporate broking) | Tel: 020 7220 0500 | |
Walbrook PR | Tel: 020 7933 8780 | |
Bob Huxford (Media Relations) | ||
Paul Cornelius (Investor Relations) | ||
About Corero Network Security plc
Corero Network Security plc consists of two businesses: Corero Network Security and Corero Business Systems.
Corero Network Security is an international network security company and a leading provider of next generation security solutions. Deployed as a First Line of Defense (FLoD) solution, Corero's products and services sit outside of a client's network, effectively stopping unwanted traffic (including Distributed Denial of Service ("DDoS") cyber-attacks) from reaching and overwhelming firewalls and other infrastructure components, such that good customer traffic can flow unimpeded.
Corero's First Line of Defense solution utilises sophisticated techniques and technologies to block malicious traffic to stop DDoS and other advanced cyber-attacks before they enter an organisation's IT infrastructure. This First Line of Defense solution helps customers worldwide, including enterprises, service providers and government organisations safeguard their IT infrastructure and eliminate downtime, ultimately protecting their bottom line.
Corero Business Systems is a leading provider of accounting, human resources, payroll and management information software to the schools (including academies) and further education and commercial sectors in the UK and internationally.
Corero's proprietary software solutions include:
• Resource Financials & HR - a finance and HR management solution delivering web-enabled and workflow controlled business processes.
• Resource EMS - a student record and learner management information solution for the post 16 education sector.
Corero Resource Financials & HR software won The UK Business Software Industry Software Satisfaction Awards 2012 in the category of Accounting & Finance (corporate).