Albion Crown Regulatory News (CRWN)

12 Dec 2005 16:49

Murray VCT 3 PLC12 December 2005 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTOAUSTRALIA, CANADA, JAPAN, OR THE UNITED STATES OF AMERICA. THIS ANNOUNCEMENTDOES NOT CONSTITUTE OR FORM PART OF AN OFFER TO SELL, PURCHASE, EXCHANGE ORSUBSCRIBE FOR ANY SECURITIES OR SOLICITATION OF SUCH AN OFFER IN THE UNITEDSTATES OF AMERICA OR ANY OTHER JURISDICTION. THE SECURITIES REFERRED TO IN THISANNOUNCEMENT HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE UNITED STATESSECURITIES ACT OF 1933, AS AMENDED, AND WILL NOT BE OFFERED OR SOLD IN THEUNITED STATES EXCEPT PURSUANT TO AN APPLICABLE EXEMPTION FROM REGISTRATION 12 December 2005 Murray VCT 3 PLC (the "Company")Results of Extraordinary General Meeting The Directors are pleased to announce that at the Extraordinary General Meetingof the Company held today, all resolutions, including the resolution proposed toeffect the merger of the Company with Murray VCT PLC and Murray VCT 2 PLC by wayof a Scheme of Arrangement, were passed. The other resolutions authorise the Company to: - make market purchases of up to 3,995,267 Shares pursuant to the Tender Offer at the Tender Price; - make market purchases of up to 14.99 per cent. of its issued share capital immediately following completion of the Tender Offer; and - effect the proposed amendments in the terms of the management agreement with Close Venture Management. The Directors further announce that Tenders in respect of 3,702,781 Shares weremade under the Tender Offer, representing 9.27 per cent. of the issued ordinaryshare capital. In accordance with the terms of the Tender Offer, the totalnumber of Shares to be bought back under the Tender Offer will therefore be3,702,781 Shares, representing 9.27 per cent. of the Shares in issue on theRecord Date. Accordingly, as a result of the aggregate level of Tenders,applications in excess of the Basic Entitlement will be satisfied as to 100 percent. Following completion of the Tender Offer, 36,249,889 Shares will remain inissue, representing approximately 90.73 per cent. of the issued share capital onthe Record Date. Subject to approval of the Scheme at the Court hearing scheduled for 12 January2006, it is expected that the effective date of the merger will be 13 January2006. A further announcement, to include information on the formula asset valuecalculations and the Tender Price, will be made at this time. The definitions set out on pages 6 to 9 of the Company's Circular dated 18November 2005 shall, unless the context otherwise requires, bear the samemeanings in this announcement. Enquiries Patrick Reeve 020 7422 7830Emil Gigov 020 7422 7830Close Venture Management Limited Todd Nugent 0131 226 7011Noble Grossart Limited, financial advisers to the Company John West 020 7920 3150Clemmie CarrTavistock Communications The directors of the Company accept responsibility for the information relatingto the Company and its directors in this document. To the best of the knowledgeand belief of such directors (who have taken all reasonable care to ensure thatsuch is the case), the information relating to the Company and its directorscontained in this document, for which they are solely responsible, is inaccordance with the facts and does not omit anything likely to affect the importof such information. Noble Grossart Limited is acting exclusively for the Company and for no one elsein connection with the merger and will not be responsible to anyone other thanthe Company for providing the protections afforded to clients of Noble Grossartnor for providing advice in relation to the merger. This information is provided by RNS The company news service from the London Stock Exchange