Promethean PLC Result of EGM (1348I)

TIDMPTH

RNS Number : 1348I

Promethean PLC

27 May 2014

27 May 2014

Promethean PLC

("Promethean" or the "Company")

Result of Extraordinary General Meeting

The board of Promethean plc is pleased to announce that at the Extraordinary General Meeting held earlier today all resolutions were passed.

The Offer and the Proposed Transaction remain subject, amongst other things, to the receipt of acceptances from PATF Participating Shareholders holding PATF Participating Shares representing In Specie Assets valued at a minimum of GBP40 million though the Board in its absolute discretion may accept a lesser amount, such lesser amount not being materially less than GBP40 million

The Company expects to announce the result of the Offer on 17 June 2014.

Unless defined herein, capitalised terms used in this announcement shall have the meaning attributed to them in the prospectus published on 2 May 2014 (the "Prospectus").

Enquiries:

S. P. Angel Corporate Finance LLP: [phone]

Stuart Gledhill

Jeff Keating

Laura Harrison

THIS ANNOUNCEMENT DOES NOT CONSTITUTE A PROSPECTUS AND PERSONS SHOULD NOT MAKE A DECISION TO BUY OR SUBSCRIBE FOR THE ORDINARY SHARES OF THE COMPANY (THE "ORDINARY SHARES") EXCEPT ON THE BASIS OF INFORMATION TO BE CONTAINED IN THE PROSPECTUS.

The Prospectus is not intended for distribution, publication or disclosure in or within the United States of America, Canada, Australia, the Republic of South Africa, or Japan.

The distribution of the Prospectus outside the United Kingdom may be restricted by law and therefore persons outside the United Kingdom who are seeking to access the Prospectus should inform themselves about and observe any restrictions as to the Ordinary Shares and the distribution of the Prospectus. The Prospectus does not constitute an offer to sell or issue, or the solicitation of an offer to buy or subscribe for, Ordinary Shares in any jurisdiction in which such offer or solicitation is unlawful. The Prospectus should not to be copied or distributed by recipients and, in particular should not be distributed, published, reproduced or otherwise made available by any means, including electronic transmission, in, into or from the United Stated of America, Canada, Australia, the Republic of South Africa or Japan or any other jurisdiction where to do so would be in breach of any other law and/or regulation.

The Ordinary Shares have not been, and will not be, registered in the United States of America under the United States Securities Act of 1933 (as amended) (the "Securities Act") or under the securities laws of any state of the United States of America or under the securities laws of any of Canada, Australia, the Republic of South Africa or Japan and, subject to certain exemption, may not be offered or sold, directly or indirectly, within or into the United States of America, Canada, Australia, the Republic of South Africa, or Japan or to, or for the account or benefit of, US persons (as such term is defined in Regulation S under the Securities Act) or to any national, resident or citizen of Canada, Australia, the Republic of South Africa, or Japan. Neither the Prospectus nor any copy of it may be distributed in or sent to or taken into the United States, Canada, Australia, the Republic of South Africa, or Japan, nor may it be distributed to any US person (within the meaning of Regulation S under the Securities Act). In addition, the Ordinary Shares to which the Prospectus relates must not be marketed into any jurisdiction where to do so would be unlawful. Persons into whose possession the Prospectus comes should inform themselves about, and observe, any such restrictions.

Expected Timetable of Principal Events

 
                                                       2014 
 Latest time and date for receipt of Form of           5.00 p.m. on 16 
  Election from PATF Participating Shareholders         June 
                                                      ---------------- 
 Announcement of result of Offer                       17 June 
                                                      ---------------- 
 Record time and date for entitlement to Bonus         5.00 p.m. on 17 
  Shares                                                June 
                                                      ---------------- 
 Record time and date for entitlement to Conditional   5.00 p.m. on 17 
  Return of Capital                                     June 
                                                      ---------------- 
 Completion of the Proposed Transaction, Admission     8.00 a.m. on 18 
  effective and dealings in the Enlarged Issued         June 
  Share Capital expected to commence on AIM 
                                                      ---------------- 
 CREST accounts expected to be credited with           18 June 
  Bonus Shares 
                                                      ---------------- 
 Ex-date for the purpose of the Bonus Shares           18 June 
  and Conditional Return of Capital 
                                                      ---------------- 
 Distribution of cash pursuant to the Conditional      2 July 
  Return of Capital to be made by 
                                                      ---------------- 
 Definitive share certificates for the New             2 July 
  Ordinary Shares to be despatched by 
                                                      ---------------- 
 

Only applicable if Resolution 2 is passed.

Each of the times and dates above is conditional, amongst other things, upon the Minimum Acceptance Level being met and is subject to change. Any such change will be notified by an announcement on a Regulatory Information Service.

This information is provided by RNS

The company news service from the London Stock Exchange

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