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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Ixeurope | LSE:IXE | London | Ordinary Share | GB00B11YBH19 | ORD 1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 139.75 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:9390A IXEurope PLC 26 July 2007 26 July 2007 IXEUROPE PLC (the "Company") Scheme Document posted to shareholders On 19 July 2007, the Boards of Equinix UK Limited ("Equinix") and the Company announced that they had reached agreement on the terms of an increased recommended cash offer for the entire issued and to be issued share capital of the Company to be implemented by means of a scheme of arrangement under section 425 of the Companies Act 1985 (the "Scheme"). Accordingly, the Company now announces that a scheme document in relation to the Scheme (the "Scheme Document") is being posted to the Scheme Shareholders today. Capitalised terms used in this announcement but not defined shall bear the meaning ascribed to them in the Scheme Document. The Court Meeting and Extraordinary General Meeting in relation to the Scheme have been convened for 10.00 a.m. and 10.10 a.m. (or as soon thereafter as the Court Meeting shall have been concluded or adjourned) respectively on Monday 20 August 2007. Both meetings will be held at the offices of Simmons & Simmons at CityPoint, One Ropemaker Street, London, EC2Y 9SS. A full description of the expected timetable of principal events, the terms and conditions of the Scheme and the action to be taken by Scheme Shareholders are set out in the Scheme Document. As described in the Scheme Document, the Scheme will require the approval of Scheme Shareholders at the Court Meeting, the passing of a resolution by Scheme Shareholders at the Extraordinary General Meeting and the sanction of the Scheme by the Court. Copies of the Scheme Document are available for inspection during normal business hours on any business day at the offices of Simmons & Simmons at CityPoint, One Ropemaker Street, London, EC2Y 9SS up to and including (i) the Effective Date or (ii) the date that the Scheme lapses or is withdrawn, whichever of (i) and (ii) is the earlier. Copies of the Scheme Document have also been submitted to the London Stock Exchange. Application will be made for the IXEurope Shares to be cancelled from trading on AIM, a market operated by the London Stock Exchange with effect from 7.30 a.m. on the Effective Date. It is expected that the Effective Date of the Scheme will be 14 September 2007 subject to the satisfaction of all relevant conditions. This date is indicative only and will depend, inter alia, on the date upon which the Court sanctions the Scheme and the reduction of capital involved therein. If the expected date of the Court Hearing is changed, the Company will give two weeks written notice of such change to Scheme Shareholders. Enquiries Lazard (financial adviser to the Company) Tel. +44 20 7187 2000 Cyrus Kapadia Vincent Le Stradic College Hill Associates (PR Adviser to the Company) Tel: +44 20 7457 2020 Adrian Duffield Lazard, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for the Company and no one else in connection with the Acquisition and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Lazard or for providing advice in relation to the Acquisition or any offer or arrangement referred to herein. This announcement does not constitute an offer or invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction. Only the Scheme Document will contain the full terms and conditions of the Proposals, including details of how to vote in favour of the Scheme. Any acceptance or other responses to the Scheme should be made only on the basis of the information in the Scheme Document. The Company has prepared the Scheme Documentation to be distributed to the Scheme Shareholders and to participants in the IXEurope Share Schemes. The Company and Equinix urge the Scheme Shareholders and the participants in the IXEurope Share Schemes to read the Scheme Document because it will contain important information relating to the Proposals. The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about and observe such restrictions. This announcement has been prepared for the purpose of complying with English law, the AIM Rules and the City Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside the United Kingdom. The availability of the Scheme Document to persons not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions. Such persons should inform themselves about and observe any applicable requirements of those jurisdictions. Notice to shareholders of the Company in the United States: the Acquisition relates to the shares of a company incorporated in England and Wales and are proposed to be implemented by means of a scheme of arrangement provided for under English company law. A transaction effected by means of a scheme of arrangement is not subject to the tender offer rules under the United States Securities Act of 1933, as amended. Accordingly, the Acquisition is subject to the disclosure requirements and practices applicable in England and Wales to schemes of arrangement which differ from the disclosure requirements of the tender offer rules under the United States Securities Act of 1933, as amended. Financial information included in the relevant documentation will have been prepared in accordance with accounting standards applicable in the United Kingdom that may not be comparable to the financial statements of companies in the United States. Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of IXEurope, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of IXEurope, they will be deemed to be a single person for the purpose of Rule 8.3. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the City Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel. If you are in any doubt as to the application of Rule 8 to you, please contact an independent financial adviser authorised under the Financial Services and Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or contact the Panel on telephone number +44 (0) 20 7638 0129; fax number +44 (0) 20 7236 7013. . This information is provided by RNS The company news service from the London Stock Exchange END ODPZQLFLDDBEBBD
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