R.e.a.hldgs. Regulatory News (RE.)

19 May 2006 13:24

R.E.A.Hldgs PLC19 May 2006 R.E.A. Holdings plc (the "company") Completion of capital reduction and preference share placing Capital reduction The company announces that at a hearing on 17 May 2006, further to a specialresolution passed at an extraordinary general meeting of the company held on 18April 2006 and an extraordinary resolution passed at a meeting of the holders ofwarrants held on April 2006, the High Court confirmed a reduction in the capitalof the company. The capital reduction has now become effective following the registration withthe Registrar of Companies of the order of the High Court confirming thereduction. As a result, the entire balance of £3,239,666 standing to the creditof the company's capital redemption reserve has been cancelled and the amountstanding to the credit of the company's share premium account has been reducedby £2,760,334. The company announced the capital reduction on 22 March 2006 and full details ofthe reduction were given in a circular sent to the company's shareholders onthat date (the "March circular"). Its objective has been to reduce thelikelihood of the company being prevented in the future by legal rather thancommercial constraints from paying dividends (particularly preferencedividends). Preference share placing Following the completion of the capital reduction, the company will complete aplacing arranged by Mirabaud Securities Limited (the "preference share placing")of 3,000,000 new preference shares fully paid at a price of 105p per share (the"new preference shares"). The preference share placing was announced on 22 March2006 and detailed information concerning the placing was included in the Marchcircular. The new preference shares will upon issue rank pari passu in all respects withthe preference shares already in issue save that the dividend payable on the newpreference shares on 30 June 2006 will be 2 1/4p per share. It is expected that the issue and listing of the new preference shares willbecome effective and commencement of dealings in the new preference shares willtake place on 22 May 2006. As previously indicated, it is intended that the proceeds of the preferenceshare placing should be applied in substantially funding the net cash outflowfrom the group that would result from winding up Makassar Participation plc("MP") (being the payment of dividend arrears and repayment of capital to whichthe third party holders of MP preference shares would be entitled in the windingup). The new preference shares are therefore designed, in effect, to replace theexisting minority interest in the preference share capital of MP. This information is provided by RNS The company news service from the London Stock Exchange