14th Oct 2008 08:10
Regus plc - Admission and Listing of New Regus Ordinary Shares
Regus plc14 October 2008
ADMISSION AND LISTING OF NEW REGUS ORDINARY SHARES
Recommended proposals to establish Regus plc ("New Regus") (a company incorporated in Jersey with registered number 101523 with its place of central administration (head office) in Luxembourg and accordingly being registered as a société anonyme in Luxembourg under number RCS Luxembourg B 141,159) as the holding company of Regus Group Limited, previously named Regus Group plc, ("Old Regus") by means of a scheme of arrangement under sections 895 to 899 of the Companies Act 2006 (the "Scheme")
Old Regus and New Regus announce that the Scheme has become effective today. New Regus also announces the admission of 948,219,822 New Regus Ordinary Shares of 1 pence each to the Official List and to trading on the London Stock Exchange's main market for listed securities and the commencement of dealing in New Regus Ordinary Shares at 8:00 a.m. (GMT) today.
Pursuant to the Scheme, 948,219,822 Old Regus Ordinary Shares have been cancelled and delisted at 8:00 a.m. (GMT) today. Scheme Ordinary Shareholders have received one New Regus Ordinary Share for every one Old Regus Ordinary Share held at 6:00 p.m. (GMT) on 13 October 2008.
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Regus plc
Tel: +352 22 99 99 1John Matthews, Chairman
Mark Dixon, Chief Executive Officer
Stephen Gleadle, Chief Financial Officer
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Brunswick Tel: + 44 (0) 20 7404 5959
Simon Sporborg I Catherine Colloms
Dresdner Kleinwort Limited Tel: +44 (0) 20 7623 8000 Charlie Batten, Managing Director
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THIS ANNOUNCEMENT IS NOT A PROSPECTUS AND INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY SECURITIES REFERRED TO IN THIS ANNOUNCEMENT. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN INVITATION OR OFFER TO SELL OR EXCHANGE OR THE SOLICITATION OF AN INVITATION OR OFFER TO BUY OR EXCHANGE ANY SECURITY. NONE OF THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT SHALL BE SOLD, ISSUED, EXCHANGED OR TRANSFERRED IN ANY JURISDICTION IN CONTRAVENTION OF APPLICABLE LAW.
Dresdner Kleinwort Limited which is authorised and regulated by the Financial Services Authority, is acting for Old Regus (as Financial Adviser and Corporate Broker) and New Regus (as Sponsor, Financial Adviser and Corporate Broker) and no-one else in relation to the Proposals and will not be responsible to anyone other than Old Regus and New Regus for providing the protections afforded to clients of Dresdner Kleinwort Limited or for providing advice in relation to the Proposals or any other matter referred to in this announcement.
Capitalised terms used but not defined in this announcement have the meaning given to them in the Scheme Circular.
Overseas Shareholders may be affected by the laws of other jurisdictions in relation to the Proposals or the distribution of this announcement. Persons into whose possession this announcement comes should inform themselves about and observe any application restrictions and legal, exchange control or regulatory requirements, in relation to the Proposals, the distribution of this announcement and the Prospectus. Any failure to comply with such restrictions or requirements may constitute a violation of the securities laws of any such jurisdiction.
For the avoidance of doubt, this announcement is not an offer of securities in the United States. New Regus Ordinary Shares to be issued in connection with the Scheme will not be, and are not required to be, registered with the US Securities and Exchange Commission under the US Securities Act of 1933, as amended, in reliance on the exemption from registration provided by Section 3(a)(10) thereof.
Regus plcIncorporated and registered in Jersey under number 101523Registered as a société anonyme in Luxembourg under number RCS Luxembourg B 141,159 Registered office: 22 Grenville Street St. Helier Jersey, JE4 8PXHead office: 26 Boulevard Royal L-2449 Luxembourg
Related Shares:
RGU.L