Velocity Comp Regulatory News (VEL)

23 Nov 2009 12:23



London, 23 November 2009

Velti plc

Results of voting at Court Meeting and General Meeting

Recommended proposals to establish Velti plc (a company incorporated in Jersey with registered number 103899) ("New Velti") as the holding company of Velti plc ("Old Velti") by means of a scheme of arrangement between Old Velti and its shareholders under sections 895 to 899 of the Companies Act 2006 (the "Scheme").

Capitalised terms used but not defined in this announcement have the meaning given to them in the circular despatched to shareholders of Old Velti on 28 October 2009 (the "Scheme Circular").

Court Meeting

Old Velti announces that shareholders have approved the Scheme as proposed in the Scheme Circular without modification. At the Court Meeting, which was held today at 10:00 a.m., the resolution to approve the Scheme was passed by the requisite majority of shareholders by way of a poll.

General Meeting

Old Velti announces that at the General Meeting, which was held today immediately following the Court Meeting, all eight of the resolutions set out in the notice of the General Meeting included in the Scheme Circular were passed by the requisite majority of shareholders by way of a poll. 

Implementation of the Scheme

Implementation of the Scheme remains subject to the satisfaction of certain conditions which are set out in Part 2 of the Scheme Circular. These include the Court making an order sanctioning the Scheme and confirming the reduction of Old Velti's ordinary share capital in connection with the Scheme at the Court Hearing, which is expected to take place on 16 December 2009. The Scheme is expected to become effective on 17 December 2009. 

It is expected that the cancellation of Old Velti Shares from AIM, the admission of New Velti Shares to AIM, the crediting of New Velti Shares in uncertificated form to CREST accounts and the commencement of dealings in New Velti Shares on AIM will each occur at 8:00 a.m. on 18 December 2009. 

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