25th Jan 2008 12:02
Rightmove Plc25 January 2008 New Corporate Structure Court Sanction of Scheme of Arrangement Rightmove plc (the "Company") announces that earlier today the Court sanctionedthe Scheme to establish Rightmove Group plc (which will be re-named Rightmoveplc on 28 January 2008) as the holding company of Rightmove plc and confirmedthe reduction of capital involved therein. Under the Scheme, Rightmove OrdinaryShareholders are entitled to one Rightmove Group Ordinary Share for eachRightmove Ordinary Share held at the Scheme Record Time. The Scheme will become effective upon an office copy of the Court Ordersanctioning the Scheme being registered by the Registrar of Companies in Englandand Wales, which is expected to be on 28 January 2008. A further announcement will be made when the Scheme has become effective. Dealings in Rightmove Group Ordinary Shares are expected to commence at 8.00a.m. on 28 January 2008 at which time the listing of existing Rightmove OrdinaryShares will be cancelled. Capitalised terms in this announcement have the same meaning in the Prospectuspublished by Rightmove Group plc on 11 December 2007. For Further Information Graham Zacharias, Rightmove plc +44 20 7087 0700 Brian Hudspith, Maitland +44 20 7379 5151 UBS Limited is acting exclusively for Rightmove plc and Rightmove Group plc andno-one else in connection with the Proposals and will not be responsible toanyone other than Rightmove plc and Rightmove Group plc for providing theprotections afforded to the customers of UBS Limited or for providing advice inrelation to the Proposals. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANOFFER TO BUY ANY SECURITY. NONE OF THE SECURITIES REFERRED TO IN THIS DOCUMENTSHALL BE SOLD, ISSUED OR TRANSFERRED IN OR INTO ANY JURISDICTION INCONTRAVENTION OF APPLICABLE LAW. Notice to United States residents In particular, this document is not an offer of securities in the United States.The Rightmove Group Ordinary Shares will not be, and are not required to be,registered with the US Securities and Exchange Commission (the "SEC") under theUS Securities Act of 1933, as amended (the "US Securities Act"), or under thesecurities laws of any state, district or other jurisdiction of the UnitedStates. It is expected that the Rightmove Group Ordinary Shares will be issuedin reliance on the exemption from registration provided by Section 3(a)(10)thereof. Rightmove Ordinary Shareholders (whether or not US persons) who areaffiliates (within the meaning of the US Securities Act) of Rightmove plc or theCompany before implementation of the Scheme or who are affiliates of the Companyafter the implementation of the Scheme will be subject to timing, manner of saleand volume restrictions on the sale of Rightmove Group Ordinary Shares receivedin connection with the Scheme under Rule 145(d) of the US Securities Act. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Rightmove