19th Dec 2005 17:58
Cookson Group PLC19 December 2005 19 December 2005 Cookson announces intention to terminateSEC Registration and effect Capital Reduction - Update On 17 October 2005, Cookson Group plc ("Cookson" or the "Company") announced itsintention to seek shareholder approval at an Extraordinary General Meeting ("EGM") to: - amend its Articles of Association to allow the Directors to requireits US resident shareholders to sell their shares in order to terminateregistration of its ordinary shares ("De-registration") with the US Securitiesand Exchange Commission ("SEC"); and - to effect a reduction of its share capital by: - cancelling all of the deferred shares of 49 pence each, as the Company hadundertaken to do at the time of its rights issue in 2002 (at which time suchshares were created), in order to create a more efficient capital structure; and - cancelling the share premium account of the Company to create additionalreserves for the Group going forwards. The necessary preparatory steps have now been undertaken and Cookson is todayposting a circular to its shareholders explaining the proposed amendments to itsArticles of Association and the other matters outlined above and convening theEGM (the "Circular"). The EGM will be held on 12 January 2006. Assumingshareholders approve the proposed amendments to the Company's Articles ofAssociation, the Board intends to start the procedures required to effect anynecessary transfer of shares held by US residents immediately thereafter. Itis the Board's expectation that the SEC conditions required to be satisfied inorder to apply for De-registration will have been met during the first quarterof 2006. In connection with the above, copies of the Circular and a Form of Proxyrelating to the EGM will shortly be available for inspection at the UK ListingAuthority's Document Viewing Facility, which is situated at: The Financial Services Authority25 The North ColonnadeCanary WharfLondonE14 5HSTel. no. + 44 (0) 20 7066 8224 Enquiries: Richard Malthouse, Group Secretary Tel: + 44 (0) 20 7061 6500 About Cookson Group plc Cookson Group plc is a leading materials science company which providesmaterials, processes and services to customers worldwide. The Group'soperations are formed into three divisions - Ceramics, Electronics and PreciousMetals. The Ceramics division is the world leader in the supply of advancedflow control and refractory products and systems to the iron and steel industryand is also a leading supplier of refractory lining materials for iron andsteelmaking and other industrial processes. The Electronics division is aleading manufacturer and supplier of materials and services to the electronicsindustry, primarily serving fabricators and assemblers of printed circuitboards, assemblers of semiconductor packaging and the electrical and industrialmarkets. The Precious Metals division is a leading supplier to the jewelleryindustry of fabricated precious metals products. Headquartered in London, Cookson employs some 16,000 people in more than 35countries and sells its products in over 100 countries. Cookson Group plc265 StrandLondon WC2R 1DB Tel: +44 (0) 20 7061 6500Fax: + 44 (0) 20 7061 6600www.cooksongroup.co.uk This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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