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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Proventec | LSE:PROV | London | Ordinary Share | GB00B2R1Q018 | ORD 10P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 2.50 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMPROV RNS Number : 1664S Proventec PLC 06 September 2010 +------------------------------+------------------------------+ | Press Release | 6 September 2010 | +------------------------------+------------------------------+ Proventec plc ("Proventec" or the "Company") Proposed Scheme of Arrangement and further Update re Suspension Further to the Company's announcement on 8 July 2010, the Board of Proventec plc (AIM:PROV, Alternext:ALPTC) is pleased to announce that, after detailed discussions with applicable parties, it has come to an agreement in principle with the representatives of the holders of more than 75% in value (the "Principal Loan Noteholders") of the GBP15 million 8.5% fixed rate convertible guaranteed unsecured loan notes 2012 (the "Loan Notes"), as to the terms and means by which the Company intends to restructure the Loan Notes (and the Company's other loan debts of circa GBP6 million, the benefit of which are proposed to be transferred to the holders of the Loan Notes (the "Loan Noteholders") by InnoConcepts N.V.) (such proposed restructuring, the "Transaction"). It is intended that the Transaction will be effected by way of a scheme of arrangement, pursuant to Part 26 of the Companies Act 2006, between the Loan Noteholders and the Company and will be subject, inter alia, to the approval of the board of Proventec and of the applicable majorities of the Loan Noteholders and of the shareholders of Proventec and to the sanctioning of the scheme of arrangement by the Companies Court (part of the Chancery Division of the High Court). The Transaction would result in a significant reduction of the Company's term debt to a principal sum of GBP7 million (by way of a conversion of the loan debts referred to above, and of a significant proportion of the Loan Notes, into equity at a rate of 57p per new ordinary share) and would result in the current holders of the Loan Notes holding an additional 61.23 per cent of the enlarged issued share capital of the Company. As part of the agreement in principle reached with the Principal Loan Noteholders to effect the Transaction, GBP1.5 million out of the new GBP2.5 million cash injection (referred to in the announcement made by the Company on 8 July 2010) has been authorised for release to the Company by the Principal Loan Noteholders. Given the anticipated timetable for completion of the Transaction, the Principal Loan Noteholders have made this GBP1.5 million available in the interim, to support the Company's trading and growth plans. The balance of these new funds, being GBP1 million, would be available to be drawn down by the Company after the scheme of arrangement has become effective. Proventec intends to send circulars to the Loan Noteholders and to its shareholders explaining the background to and reasons for the proposals, the effect of the Transaction and how it will benefit the Company. The circular to shareholders will convene a general meeting of Proventec's shareholders (and the circular to the Loan Noteholders will convene applicable meeting(s) of the Loan Noteholders) to approve the Transaction. Extraordinary resolutions have been passed (on 6 July 2010 and 3 September 2010) by the Principal Loan Noteholders in anticipation of, and in order to facilitate, the Transaction (and to facilitate the release of the guarantee given by InnoConcepts N.V. in respect of the repayment of the Loan Notes). Copies of these resolutions will be made available in the Investors' section of the Company's website, www.proventecplc.com. It is expected that trading in the Company's securities on AIM will remain suspended until the scheme of arrangement becomes effective, which is currently expected to be in November 2010. - Ends - For further information, please contact: +-----------------------------------+--------------------------+ | Proventec plc | | +-----------------------------------+--------------------------+ | David Chestnutt, Chief Executive | Tel: + 44 (0) 151 706 | | | 0626 | +-----------------------------------+--------------------------+ | dchestnutt@proventecplc.com | www.proventecplc.com | +-----------------------------------+--------------------------+ +-----------------------------------+--------------------------+ | Seymour Pierce Limited | +--------------------------------------------------------------+ | Nicola Marrin | Tel: + 44 (0) 20 7107 | | | 8047 | +-----------------------------------+--------------------------+ | Corporate Finance | www.seymourpierce.com | +-----------------------------------+--------------------------+ Media enquiries: +-----------------------------------+---------------------------+ | Abchurch Communications | | +-----------------------------------+---------------------------+ | Henry Harrison-Topham / Simone | Tel: +44 (0) 20 7398 7702 | | Elviss | | +-----------------------------------+---------------------------+ | henry.ht@abchurch-group.com | www.abchurch-group.com | +-----------------------------------+---------------------------+ Notes to editors: Proventec manages a complementary portfolio of integrated businesses that specialise in hygienic solutions and preventative coatings technologies. Headquartered in Liverpool, UK, the Company operates in global markets, pioneering developments within the healthcare, food manufacturing, hospitality industries, transportation, construction, and other sectors. Companies in Proventec's portfolio include: +-----------------+----------------------------------+-----------+ | Company | Business area | Employees | | | | | +-----------------+----------------------------------+-----------+ | OspreyDeepClean | The world's leading provider of | 34 | | | low pressure, chemical-free, | | | | specialist dry saturated steam | | | | cleaning technology. | | | | | | +-----------------+----------------------------------+-----------+ | Contico | Provider of general cleaning | 45 | | Manufacturing | products and janitorial | | | | equipment and supplies. | | | | | | +-----------------+----------------------------------+-----------+ | Frank | Manufacturer and distributer of | 22 | | | automated cleaning systems and | | | | products including portable high | | | | pressure washers, self-service | | | | vehicle wash stations and dry | | | | steamers. | | | | | | +-----------------+----------------------------------+-----------+ | Magma | Develops a wide range fire | 4 | | Firestop | retardant coatings, for the | | | | treatment of building and | | | | thatching materials. | | | | | | +-----------------+----------------------------------+-----------+ | InnoShield | Develops transparent coatings | 1 | | Systems | protecting against UV rays and | | | | corrosion. | | | | | | +-----------------+----------------------------------+-----------+ Proventec Healthcare provides innovative solutions for infection control and effective cleaning in the healthcare sector. The Company's specialist steam cleaning technology has been successfully proven in clinical trials with University College London Hospitals to rid all areas and combat the spread of micro-organisms, including 'superbugs' such as MRSA and Clostridium difficile. The Company, which employs a team of five, has developed specialist, patented tooling, which has been designed to be used within hospitals on a daily basis and enable the user to clean difficult to reach areas including mattresses, bed frames and curtains without the use of antimicrobial chemicals that may contribute to microbial resistance. The Company joined the AIM Market in June 2002 and was dual listed on Alternext in May 2008. For further information please visit www.proventecplc.com This information is provided by RNS The company news service from the London Stock Exchange END SOASSDFMDFSSEEU
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