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25 Nov 2011 17:01
25 November 2011
1Spatial Holdings plc
("1Spatial" or the "Company")
Recommended share offer for 1Spatial by Avisen plc ("Avisen")
to be implemented by means of a Scheme of Arrangement (the "Scheme")
Scheme Effective
The Directors of 1Spatial are pleased to announce that the Scheme of Arrangement under Part 26 of the Companies Act 2006 to implement the recommended acquisition by Avisen of the entire issued share capital of 1Spatial is now effective.
Accordingly, 1Spatial has become a wholly-owned subsidiary of Avisen. Avisen has issued and allotted 5.761 New Avisen Shares for each 1Spatial Share held by 1Spatial Shareholders on the 1Spatial register at 6.00 p.m. on 24 November 2011.
The admission of the 1Spatial Shares to trading on AIM will be cancelled with effect from 7.00 a.m. on 28 November 2011. Application has been made for the admission of 122,069,396 New Avisen Shares to trading on AIM with effect from 8.00 a.m. on 28 November 2011.
Following admission of the New Avisen Shares, which will rank pari passu in all respects with the existing Avisen Shares in issue, Avisen's total issued share capital will comprise 348,769,274 ordinary shares of 1p each. This 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, securities of Avisen.
CREST accounts will be credited with New Avisen Shares on 28 November 2011 and share certificates in respect of New Avisen Shares will be despatched no later than 9 December 2011.
Other
In accordance with Rule 30.4 of the City Code, a copy of this announcement will be published on 1Spatial's website at www.1Spatial.com.
Terms and expressions in this announcement shall, unless the context otherwise requires, have the same meanings as given to them in the document sent to shareholders in relation to the Scheme dated 13 October 2011.
-End-
Enquiries:
1Spatial Holdings plc: | Tel: +44 (0) 122 342 0414 |
Nic Snape - Chief Executive Officer
| |
Libertas Capital Corporate Finance Limited: | Tel: +44 (0) 207 569 9650 |
(Financial Adviser and nominated adviser to 1Spatial) | |
Sandy Jamieson/ Andrew McLennan
| |
Bishopsgate Communications: | Tel: +44 (0)20 7562 3350 |
Deepali Schneider | |
Natalie Quinn |
Libertas Capital Corporate Finance Limited, which is authorised and regulated in the UK by the Financial Services Authority, is acting exclusively for 1Spatial and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than 1Spatial for providing the protections afforded to clients of Libertas Capital Corporate Finance Limited or for providing advice in connection with the Offer or any matter referred to herein.
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