Last checked at 9 Nov 2010 11:50
SINOSOFT TECHNOLOGY PLC
("Sinosoft" or "the Company")
RESULTS OF GENERAL MEETING
1. Background to Tender Offer
On 1 October 2010 the Company posted a circular to shareholders (the "Circular") regarding a tender offer (the "Tender Offer") for the Company's Ordinary Shares, the cancellation of admission of the Ordinary Shares to trading on AIM ("De-listing") and other related matters, including a capital reduction ("Capital Reduction") and amendment of the articles of association of the Company ("Articles").
The Circular contained full details of the Tender Offer and included a notice of a general meeting convened to authorise the Company's purchase of its Ordinary Shares under the Tender Offer, the De-listing, the Capital Reduction and the amendment of the Articles ("General Meeting").
2. General Meeting
The Board of the Company announces that at the General Meeting held earlier today, all four special resolutions set out in the notice of general meeting were duly passed by shareholders.
The completion of the Tender Offer is conditional upon the hearing by the Court to confirm the Capital Reduction, which is expected to take place on 1 December 2010. It is expected that the De-Listing will become effective by 3 December 2010.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2010 | |
Tender Offer opens | 1 October |
Latest time for receipt of Tender Forms for certificated shares | by 1.00 p.m. on 22 October |
Latest time for receipt of TTE Instructions for uncertificated shares | by 1.00 p.m. on 22 October |
Record Date for the Tender Offer | 5.00p.m. on 22 October |
Announcement of results of the Tender Offer | 25 October |
Purchase Contract available for inspection | from 25 October until 9 November |
Latest time for receipt of Forms of Proxy and Proxy Instructions | 7 November at 11.00 a.m. |
General Meeting | 9 November at 11.00 a.m. |
Announcements of results of General Meeting | 9 November |
Expected suspension of trading on AIM of Ordinary Shares | from 7.30 a.m. on 1 December |
Court hearing to confirm Capital Reduction* | 1 December |
Effective Date for Capital Reduction* | By 1 December |
Purchase of Tender Offer Shares under the Tender Offer** | 1 December |
CREST Account credited with Tender Offer proceeds** | 2 December |
Dispatch of cheques for Tender Offer proceeds** | 2 December |
Ordinary Shares delisted from AIM | By 3 December |
CREST facilities for Ordinary Shares cancelled** | By 3 December |
* These dates are dependent on, inter alia, the date upon which the Court confirms the Capital Reduction. The Court hearing may be subject to postponement by the Court.
** The Capital Reduction is subject to the approval of the Court and will not take place if Court approval is not obtained. If the Capital Reduction is not approved by the Court, the Tender Offer will not be completed. If scaling down of entitlements under the Tender Offer is required, as described under "Effect of the Capital Reduction" in Part 1 of the Circular, these actions will be delayed by about seven days.
If any of the above times and/or dates change, the revised times and/or dates will be notified to Shareholders by announcement through a Regulatory Information Service of the London Stock Exchange.
All references to times in this announcement are to London (UK) time unless otherwise stated.
For further information please contact:
Sinosoft Technology plc | Mr. Yifa Yu | +86 025 84815959 yuyifa@sinosoft-technology.com |
Westhouse Securities | Tim Metcalfe / Richard Baty
| 020 7601 6100 |
Tavistock Communications | Simon Compton | 020 7920 3150 |