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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Rab Cap. | LSE:RAB | London | Ordinary Share | GB0034367325 | ORD 0.1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 9.915 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMRAB
RNS Number : 1291M
RAB Capital plc
10 August 2011
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM THE UNITED STATES, CANADA, JAPAN, AUSTRALIA OR ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
10 August 2011
RAB CAPITAL PLC
(the "Company" or "RAB")
RESULTS OF RAB COURT MEETING AND GENERAL MEETING
RAB is pleased to announce that at both the Court Meeting and the General Meeting of the Company held earlier today, all resolutions required to effect the Delisting and Buyout, as set out in the meeting notices appended to the Scheme Document to shareholders published on 15 July 2011, were duly passed with the requisite majorities.
Court Meeting
The resolution to approve the Scheme of Arrangement proposed at the Court Meeting was decided on a poll and the resolution was passed. The result of the poll was as follows:-
Number of Scheme Shares voted as a percentage of the Number of Percentage Number of Percentage total Scheme of Scheme Scheme of voting number of Shares Shares Shareholders Scheme Scheme voted voted who voted Shareholders Shares For 390,672,761 99.98 143 93.46 83.23 Against 68,157 0.02 10 6.54 0.015
Accordingly, the resolution proposed at the Court Meeting was duly passed on a poll vote.
General Meeting
In addition, at the General Meeting, the Buyout Resolution and the Delisting Resolution were also decided on polls and were passed. The full text of the resolutions is set out in the Notice of General Meeting in Part XIV of the Scheme Document, which is available on the Company's website - www.rabcap.com. The result of the polls was as follows:-
Resolution For/ Discretionary Against Withheld Votes %* Votes %* Votes 1. To give effect to the Scheme of Arrangement 390,685,471 99.09 3,578,000 0.91 0 2. To cancel admission of the Company's shares to trading on AIM 390,688,854 99.09 3,574,617 0.91 0
(* percentage of votes cast excludes withheld votes)
Issued share capital (excluding shares held in treasury): 469,368,136 ordinary shares of 0.1 pence each.
Portfolio update
The Company announces that the discussions with a third party for the possible sale of the investment management agreements for the RAB Energy Fund and the RAB Octane Fund are no longer taking place.
Timetable
The expected timetable for the Delisting and Buyout is anticipated to be as follows:
Certificated Share Splitting Deadline 11 a.m. on 26 August 2011
Scheme Court Hearing (to sanction the Scheme) 30 August 2011
Reduction Court Hearing (to confirm the Capital Reduction) 1 September 2011
Effective Date of the Scheme 2 September 2011
Cancellation of trading on AIM of RAB Capital Shares 8.00 a.m. on 2 September 2011
Latest day for payment of cash and for dispatch of 14 days after the Effective Date
RAB Capital Holdings Share certificates
All definitions contained herein are as set out in the Scheme Document.
Enquiries:
RAB Charles Kirwan-Taylor, Chief Executive of RAB 020 7389 7000 Macquarie Capital (Europe) Limited Nominated Adviser and Rule 3 Adviser to RAB Steve Baldwin, Jonny Franklin-Adams, Nicholas Harland 020 3037 5231 Peel Hunt LLP Financial Adviser to RAB and RAB Capital Holdings James Britton, Emma Riza 020 7418 8900 M: Communications Financial PR Charlotte Kirkham, Kate Ruck-Keene 020 7920 2331
Macquarie Capital (Europe) Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for RAB and the Independent Directors and no one else in connection with the Proposals and will not be responsible to anyone other than the Company or the Independent Directors for providing the protections afforded to its clients, or for providing advice in relation to the Proposals or any other matters referred to in this announcement.
Peel Hunt LLP, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for RAB and RAB Capital Holdings and no one else in connection with the Proposals and will not be responsible to anyone other than the Company or RAB Capital Holdings for providing protections afforded to its clients nor for providing advice in relation to the Proposals or any other matters referred to in this announcement.
Disclosure requirements
Under Rule 8.3(a) of the Code, any person who is, or becomes, "interested" in (directly or indirectly) one per cent. or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified.
An "Opening Position Disclosure" by a person to whom Rule 8.3(a) applies must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10(th) business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an "Opening Position Disclosure" must instead make a "Dealing Disclosure".
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in one per cent. or more of any class of "relevant securities" of the offeree company or of any paper offeror must make a "Dealing Disclosure" if the person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details have previously been disclosed under Rule 8. A "Dealing Disclosure" by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an "interest" in "relevant securities" of an offeree company or a paper offeror, they will be deemed to be a single person for the purpose of Rule 8.3.
"Opening Position Disclosures" must also be made by the offeree company and by any offeror and "Dealing Disclosures" must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant securities "Opening Position Disclosures" and "Dealing Disclosures" must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether you are required to make an "Opening Position Disclosure" or a "Dealing Disclosure", you should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.
Capitalised terms under this heading are defined in the 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 make a disclosure under Rule 8, you should consult the Panel.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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