Last checked at 23 Jun 2014 12:04
23 June 2014
Acal plc ("Acal" or the "Company")
Result of the General Meeting
Acal plc (LSE: ACL, the "Company" or "Acal"), a leading European specialist electronics suppler, is pleased to announce that, at the General Meeting held today, the proposed resolutions were carried on a show of hands. The following levels of proxy votes were received:
Resolution 1 (special resolution) | For | Against | Chairman's Discretion | Withheld |
To approve the terms of the Rights Issue and to grant authority to allot shares | 19,777,159 | 0 | 1,006 | 417 |
Resolution 2 (ordinary resolution) | ||||
To approve the acquisition of the Noratel Group | 19,770,151 | 0 | 8,018 | 413 |
The Record Date for entitlements under the Rights Issue was the close of business on 19 June 2014.
Qualifying non-CREST Shareholders (subject to certain exceptions) will be sent a Provisional Allotment Letter in connection with the Company's Rights Issue today, and Qualifying CREST Shareholders (subject to certain exceptions) will receive a credit to their appropriate stock accounts in CREST in respect of the Nil Paid Rights to which they are entitled on 24 June 2014.
Applications have been made to the UKLA for 31,332,127 Rights Issue Shares, fully paid and conditional on allotment, to be admitted to listing on the premium listing segment of the Official List of the UK Listing Authority and are expected to be admitted, nil paid, to trading on the London Stock Exchange's main market for listed securities at 8.00 a.m. on 24 June 2014.
The latest time and date for acceptance, payment in full and registration of renunciation of Provisional Allotment Letters is 11.00 am on 8 July 2014. It is anticipated that the Acquisition will complete on or around 16 July 2014.
A copy of the Resolutions passed at the General Meeting has been submitted to the National Storage Mechanism in accordance with rule 9.6.2 of the Listing Rules and will be available for inspection at http://www.morningstar.co.uk/uk/nsm. The voting figures will also shortly be available on the Company's website at www.acal.co.uk.
For further information please contact:
Acalplc | 01483 544 500 |
Nick Jefferies | |
Simon Gibbins | |
Sponsor, sole bookrunner and broker | |
Oriel Securities | 0207 710 7600 |
David Arch | |
Ashton Clanfield | |
Stewart Wallace | |
Notes to Editors:
About Acal plc
Acal is a European leader in specialist electronics, designing, manufacturing and distributing specialist electronic, photonic and medical products for the industrial and healthcare sectors. It is the only such provider with an infrastructure to deliver a broad range of specialist products and bespoke solutions across Europe. The Electronics division has completed seven acquisitions in the last four years, more than trebling its specialist revenues. Acal's strategy is to further enhance its leadership position through organic growth, complementary acquisitions and continued enhancement of its custom service capabilities. The division has operating companies across Europe including the UK, Germany, France, Benelux, Italy, Poland, Spain and the Nordic region as well as in Asia (China and South Korea) and Africa (South Africa). Businesses comprise AcalBFi, Hectronic, MTC, Myrra Group, RSG, Stortech and Vertec.
IMPORTANT NOTICE
The defined terms set out in Part XVIII of the Prospectus apply in this announcement.
This announcement is not a prospectus but an advertisement and investors should not acquire any Nil Paid Rights, Fully Paid Rights or Rights Issue Shares except on the basis of the information contained in the Prospectus.
A copy of the Prospectus is available from the registered office of the Company and on the Company's website at www.acalplc.co.uk provided that the Prospectus will not, subject to certain exceptions, be available (whether through the website or otherwise) to Shareholders in the United States or any of the other Excluded Territories.
Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this announcement. The Prospectus gives further details of the Rights Issue Shares, the Nil Paid Rights and the Fully Paid Rights being offered pursuant to the Rights Issue.
This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for, Nil Paid Rights, Fully Paid Rights or Rights Issue Shares or to take up any entitlements to Nil Paid Rights in any jurisdiction in which such an offer or solicitation is unlawful. The information contained in this announcement is not for release, publication or distribution to persons in the United States or any of the other Excluded Territories and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of local securities laws or regulations.
The Provisional Allotment Letters, the Nil Paid Rights, the Fully Paid Rights and the Rights Issue Shares have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") or under any securities laws of any state or other jurisdiction of the United States, and may not be offered, sold, taken up, exercised, resold, renounced, or otherwise transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States.
The distribution of this announcement into jurisdictions other than the United Kingdom may be restricted by law, and, therefore, persons into whose possession this announcement comes should inform themselves about and observe any such restrictions.