3rd Dec 2009 13:48
3 December 2009
ANNOUNCEMENT OF RESULTS OF PROPOSAL BY
MARSHALLS GROUP PLC
Results of proposal for the modification of redemption provisions of the £20,000,000 11⅜ per cent. Debenture Stock 1992/2014 (the "Stock") and Meeting of the holders of the Stock (the "Stockholders") held on 3 December 2009.
Marshalls Group plc (the "Company"), a wholly-owned subsidiary of Marshalls plc, hereby announces that, at the meeting of the Stockholders held at the offices of Allen & Overy LLP, One Bishops Square, London E1 6AD at 11.00 a.m. (London time) on 3 December 2009 (the "Meeting"), the extraordinary resolution set out in the notice to Stockholders dated 10 November 2009 was duly passed by the requisite majority of Stockholders. The Trust Deed constituting the Stock has been amended accordingly, and the terms and conditions of the Stock (the "Conditions") have been amended to provide that the Company shall redeem the Stock in full on 10 December 2009.
The price payable for Stock redeemed pursuant to the amended Conditions (the "Early Redemption Price") will be calculated at or around 3.00 p.m. (London time) on 4 December 2009 in the manner described in the Consent Solicitation Memorandum dated 10 November 2009 (the "Consent Solicitation Memorandum").
Each Stockholder from whom a valid Voting Instruction Form (as described in the Consent Solicitation Memorandum) was received by the Registrar by 4.00 p.m. (London time) on 24 November 2009 (and not revoked) will also receive an additional cash payment (the "Early Voting Fee"), as described in the Consent Solicitation Memorandum.
The Stock will be redeemed in full, and the Early Redemption Price and Early Voting Fee (where applicable) will be paid on 10 December 2009 to the Stockholders appearing in the register on 3 December 2009, in each case in the manner described in the Consent Solicitation Memorandum. Cancellation of the Stock's admission to the Official List of the UK Listing Authority and the Stock's admission to trading on the regulated market of the London Stock Exchange is expected to occur on 10 December 2009.
The proposal to amend the Conditions to provide for the early redemption of the Stock was made on the terms and subject to the conditions contained in the Consent Solicitation Memorandum. This announcement should be read in conjunction with the Consent Solicitation Memorandum.
Registrar
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol BS99 6ZZ
Tel: 0870 707 1134
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Solicitation Agent The Royal Bank of Scotland plc 135 Bishopsgate London EC2M 3UR Tel: +44 (0)20 7085 3781/2798 Attn: Gianmarco Deiana/Mark Jordan/Morgan Sobotka |
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Company Marshalls Group plc Birkby GrangeBirkby Hall Road Huddersfield HD2 2YA Tel: +44 (0)1484 438900 Attn: Ian Burrell/Cathy Baxandall |
Trustee Law Debenture Trustees Limited Fifth Floor100 Wood StreetLondon EC2V 7EX |
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Marshalls