4th Dec 2009 11:39
Not for release, publication or distribution in whole or in part in or into the United States, Canada, Australia, the Republic of South Africa or Japan or any other
jurisdiction where it is unlawful to do so
4 December 2009
LP Hill Plc
("LP Hill" or the "Company")
Results of Annual General Meeting and General Meeting
and Warrant Exercise
The Board of LP Hill (AIM: LPH) is pleased to announce that the resolutions proposed at both the Annual General Meeting and General Meeting held earlier today, as set out in the respective notices dated 11 November 2009, were all duly approved by Shareholders.
At the General Meeting, resolutions were approved by Shareholders in respect of, inter alia, the acquisition of Tranomaro Mineral Development Corporation Limited, the adoption of New Articles, the allotment of certain new Ordinary Shares and the application for admission of the Enlarged Share Capital to trading on AIM and related matters. The Acquisition remains conditional on Admission.
Application has been made to the London Stock Exchange for the Enlarged Share Capital to be admitted to trading on AIM. Admission is expected to become effective and dealings in the 27,672,780 Ordinary Shares are expected to commence at 8.00 a.m. on Monday 7 December 2009.
Warrant Exercise
The Company also announces that it has issued and allotted (credited as fully paid) a further 320,000 new ordinary shares of 0.1 pence par value each (the "Warrant Shares") to Antony Batty and Company LLP, following the exercise on 1 December 2009 of warrants held by it, at a price of 0.1 pence per share pursuant to the terms of a warrant instrument dated 16 September 2008.
The Warrant Shares will rank pari passu in all respects with the Enlarged Share Capital and application will be made to the London Stock Exchange for these new ordinary shares to be admitted to trading on AIM. Admission is expected to become effective and dealings in the Warrant Shares are expected to commence at 8.00 a.m. on Thursday 10 December 2009. The Company's issued ordinary share capital will consist of 27,992,780 ordinary shares of 0.1 pence each with voting rights. LP Hill does not hold any ordinary shares in treasury and accordingly there are no voting rights in respect of any treasury shares.
The aforementioned figure of 27,992,780 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, LP Hill under the FSA's Disclosure and Transparency Rules.
Completion of the Acquisition is due to take place on 7 December 2009. On Admission and following the issue of the abovementioned Warrant Shares, Mr Gerard Nealon, Executive Chairman, will be interested in 1,200,000 Ordinary Shares, representing approximately 4.29 per cent. of the Company's enlarged issued share capital.
With effect from Admission, the Company's website address will be changed to www.lphill.com.au, which will contain the information required by AIM Rule 26.
Unless the context otherwise requires, defined terms used in this announcement shall have the meanings given to them in the Admission Document sent to Shareholders of the Company dated 11 November 2009.
Enquiries:
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LP Hill Plc |
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Gerard Nealon, Executive Chairman |
Tel: +61 417 541 873 |
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Strand Hanson Limited |
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James Harris |
Tel: +44 (0) 20 7409 3494 |
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Matthew Chandler David Altberg |
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Strand Hanson Limited and Falcon Securities (UK) Limited, which are both authorised and regulated in the United Kingdom by the Financial Services Authority, are acting as financial and nominated adviser and broker to the Company respectively in connection with the Acquisition and the proposed admission of the Enlarged Share Capital to trading on AIM. Their responsibilities as the Company's nominated adviser and broker under the AIM Rules are owed solely to the London Stock Exchange and are not owed to the Company or to any Director or to any other person in respect of their decision to acquire shares in the Company in reliance on any part of this announcement. Strand Hanson Limited and Falcon Securities (UK) Limited are acting exclusively for LP Hill and for no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or the Acquisition or the proposed admission of the Enlarged Share Capital to trading on AIM.
The Directors of LP Hill accept responsibility, individually and collectively, for the information contained in this announcement and for compliance with the AIM Rules. To the best of the knowledge and belief of the 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.
This announcement does not constitute, or form part of, an offer to sell or the solicitation of an offer to subscribe for or buy any securities.
Related Shares:
EMM.L