3rd Jul 2009 15:05
Not for release, publication or distribution in whole or in part in, into or from any jurisdiction where to do the same would constitute a violation of the relevant laws of such jurisdiction
3 July 2009
CapRegen plc ("CapRegen")
Offer Update: Results of Court Meetings and General Meeting of CapRegen plc
Further to the announcement made by CapRegen on 9 June 2009 regarding the posting of the Scheme Document, CapRegen is pleased to announce that the Court Meetings and the General Meeting held earlier today to approve the Scheme of Arrangement have both concluded successfully.
At the First Court Meeting, a majority in number of Independent Shareholders who voted, either in person or by proxy, representing over 75 per cent. in value of all Scheme Shares voted, voted in favour of the Scheme of Arrangement, and accordingly the resolution was passed. The voting of those Independent Shareholders who cast votes either in person or by proxy at the First Court Meeting was as follows:
|
Total Votes |
Votes For The Scheme |
Votes Against The Scheme |
||||
|
No. of Scheme Shareholders |
No. of Scheme Shares Represented |
No. of Scheme Shareholders (and %) |
No. of Scheme Shares Represented (and %) |
No. of Scheme Shareholders (and %) |
No. of Scheme Shares Represented (and %) |
|
|
Totals in person and by proxy |
23 |
23,105,000
|
23 (28.75%)
|
23,105,000 (31.44%)
|
0 (0%) |
0 (0%) |
Of the total number of Independent Shares in issue, 43.59% were voted in favour of the Scheme and 0% voted against.
At the Second Court Meeting, a majority in number of Director Shareholders who voted, either in person or by proxy, representing over 75 per cent. in value of all Scheme Shares voted, voted in favour of the Scheme of Arrangement, and accordingly the resolution was passed. The voting of those Independent Shareholders who cast votes either in person or by proxy at the Second Court Meeting was as follows:
|
Total Votes |
Votes For The Scheme |
Votes Against The Scheme |
||||
|
No. of Scheme Shareholders |
No. of Scheme Shares Represented |
No. of Scheme Shareholders (and %) |
No. of Scheme Shares Represented (and %) |
No. of Scheme Shareholders (and %) |
No. of Scheme Shares Represented (and %) |
|
|
Totals in person and by proxy |
5 |
20,500,000 |
5 (6.25%)
|
20,500,000 (27.89%)
|
0 (0%) |
0 (0%) |
Of the total number of Director Shares in issue, 100% were voted in favour of the Scheme and 0% voted against.
At the General Meeting, the special resolution proposed to approve the Scheme of Arrangement was passed as a special resolution. The voting of those CapRegen Shareholders who cast votes either in person or by proxy at the General meeting was as follows:
|
Total Votes |
Votes For The Scheme |
Votes Against The Scheme |
||||
|
No. of CapRegenShareholders |
No. of CapRegenShares Represented |
No. of CapRegenShareholders (and %) |
No. of CapRegenShares Represented (and %) |
No. of CapRegenShareholders (and %) |
No. of CapRegenShares Represented (and %) |
|
|
Totals in person and by proxy |
29
|
58,305,000
|
29 (36.25%)
|
58,305,000 (65.51%)
|
0 (0%)
|
0 (0%) |
In order to become effective in accordance with its terms, the Court must now sanction the Scheme at the Scheme Court Hearing. This hearing is scheduled to take place on 22 July 2009. Following the sanction of the Scheme by the Court, it then is expected that the Effective Date of the Scheme will be 23 July 2009. An expected timetable of principal events is set out in the Appendix to this announcement.
Terms defined in the Scheme Document shall have the same meaning(s) when used in this announcement.
Enquiries:
|
CapRegen plc: |
George Greenwood |
07785 257 010 |
|
Astaire Securities Plc |
William Vandyk |
020 7448 4400 |
Astaire Securities Plc, which is authorised and regulated in the UK by the FSA, is acting exclusively as financial adviser to CapRegen and no one else in connection with the Proposal and will not be responsible to anyone other than CapRegen for providing the protections afforded to customers of Astaire Securities Plc nor for providing advice in relation to the Proposal or any other matter referred to in this announcement.
- END -
Appendix
Expected Timetable of Principal Events
|
EVENT |
DATE |
|
|
|
|
Scheme Court Hearing (to sanction the Scheme) |
22 July 2009 |
|
|
|
|
Effective Date |
23 July 2009 |
Related Shares:
Tarsus