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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Revenue Assur. | LSE:RAS | London | Ordinary Share | GB0001592251 | ORD 25P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 202.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:4090F Revenue Assurance Services PLC 09 October 2007 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL For immediate release 9 October 2007 Recommended acquisition of Revenue Assurance Services plc by Spice PLC Sanction of Scheme of Arrangement by the Court Revenue Assurance Services plc ("Revenue Assurance" or the "Company") announces that the Court today approved the reorganisation of capital comprised within the proposed scheme of arrangement under section 425 of the Act (the "Scheme") to effect the acquisition of the Company by Spice PLC ("Spice"). The Scheme and its implementation were approved by the requisite majorities of the Company's shareholders at meetings held on 11 September 2007. Accordingly, each Ordinary Share held by Scheme Shareholders will be sub-divided and reclassified into A Shares and B Shares (the "Share Reclassification") at 5.00 p.m. on 10 October 2007 following delivery of the office copy of the Court Order sanctioning the Share Reclassification and the Scheme to the Registrar of Companies. In order to allow the Share Reclassification and subsequent Capital Reduction to be completed, the last day of dealings in, and for registration of transfers of, Revenue Assurance Shares will be 9 October 2007. Revenue Assurance Shares will therefore be suspended from trading on AIM from 7.00 a.m. on 10 October 2007. No transfers of Revenue Assurance Shares will be registered after 9 October 2007, other than the registration of Revenue Assurance Shares released, transferred or issued under the terms of the Revenue Assurance Share Schemes after the Scheme Court Hearing and prior to the Reorganisation Record Time and the register of members of the Company will be closed with effect from 5.00 p.m. on 10 October 2007. The Acquisition remains conditional upon the confirmation of the Capital Reduction by the Court and an office copy of the Court Order relating to the reduction of capital being delivered to, and registered by, the Registrar of Companies. Provided that the Reduction Court Order is so registered, Revenue Assurance has requested that the London Stock Exchange cancel the admission to trading on AIM, of the Ordinary Shares with effect from 7.30 a.m. on 12 October 2007. Enquiries: Revenue Assurance Services plc Spice PLC Tel: +44 (0)1483 735 700 Tel: +44 (0) 113 201 2120 Simon Beart Simon Rigby William Good Oliver Lightowlers Carl Chambers Cenkos Securities plc Landsbanki Securities (UK) Limited (Financial adviser, nominated adviser and Financial adviser to Spice) broker to Revenue Assurance) Tel: +44 (0) 20 7397 8900 Tel: +44 (0) 20 7426 9000 Nicholas Wells Simon Hardy Simon Southwood Simon Bridges Dan Webster The Revenue Assurance Directors accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Revenue Assurance Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. Cenkos, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Revenue Assurance and no one else in connection with the Acquisition and the Scheme and will not be responsible to anyone other than Revenue Assurance for providing the protections afforded to the clients of Cenkos nor for providing advice in relation to the Acquisition and the Scheme or any other matter or arrangement referred to in this announcement. Landsbanki Securities (UK) Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Spice and no one else in connection with the Acquisition and the Scheme and will not be responsible to anyone other than Spice for providing the protections afforded to the clients of Landsbanki Securities (UK) Limited nor for providing advice in relation to the Acquisition and the Scheme or any other matter or arrangement referred to in this announcement. The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe, any applicable requirements. This announcement has been prepared for the purposes of complying with English law 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 of England. This announcement does not constitute an offer to sell or an invitation to purchase or subscribe for any securities or a solicitation of any vote or approval in any jurisdiction whether relating to the Acquisition or otherwise. This announcement does not constitute a prospectus or a prospectus equivalent document. The Acquisition will be made solely through the Scheme Circular which contains the full details, terms and conditions of the Acquisition. In particular, this announcement is not an offer of securities for sale in the United States and the New Spice Shares, which will be issued in connection with the Acquisition, have not been, and will not be, registered under the Securities Act or under the securities law of any state, district or other jurisdiction of the United States, Australia, Canada or Japan and no regulatory clearance in respect of the New Spice Shares has been, or will be, applied for in any jurisdiction other than the UK. Accordingly, the New Spice Shares are not being and may not be (unless an exemption under relevant securities laws is applicable) offered, sold, resold or delivered, directly or indirectly, in or into the United States, Australia, Canada or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction or to, or for the account or benefit of, any United States, Australian, Canadian or Japanese person. Words and expressions defined in the scheme circular dated on 17 August 2007 (the "Scheme Circular") shall, unless the context provides otherwise, have the same meanings in this announcement. The expected timetable of events is as follows: Cessation of trading and dealings in Revenue 9 October 2007(1) Assurance Shares Filing of Scheme Court Order 10 October 2007 Reorganisation Record Time 5.00 p.m. on 10 October 2007 Reduction Court Hearing to confirm the Capital 11 October 2007 Reduction and Reduction Court Order Date Filing of Reduction Court Order 12 October 2007 Effective Date 12 October 2007 Cancellation of admission of Scheme Shares 7.30 a.m. on 12 October 2007 to trading on AIM Issue of New Spice Shares 8.00 a.m. on 12 October 2007 Commencement of dealings in New Spice 8.00 a.m. on 12 October 2007 Shares on AIM Latest date for despatch of cheques and 26 October 2007 certificates in respect of New Spice Shares or settlement through CREST (as appropriate) Notes: (1) Revenue Assurance Shares released, transferred or issued under the Revenue Assurance Share Schemes or under the Warrants may be registered after this date. This information is provided by RNS The company news service from the London Stock Exchange END SOAZKLFBDBBXFBB
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