1st Apr 2005 15:17
Tecteon PLC01 April 2005 Tecteon Plc ("Tecteon" or "the Company") Extraordinary General Meeting Share Capital Reorganisation On 8 March 2005, the Company advised its shareholders of a proposal to effect areorganisation of the share capital of Tecteon ("Share Capital Reorganisation").The capital reorganisation was proposed because the existing ordinary shares ofthe Company have traded on AIM for sometime at a price which is less than theircurrent nominal value of 5p per share. Under the Companies Act 1985 shares maynot be issued at a discount to their nominal value and the Directors weretherefore restricted in their ability to raise capital for the Company. All of the resolutions put to shareholders at the Extraordinary General Meetingof the Company held today were duly passed. Accordingly, the Share CapitalReorganisation was approved and dealings in the new ordinary shares of 1p eachare expected to commence on AIM on 4 April 2005. Details of the Share Capital Reorganisation are as follows: • the nominal value of each ordinary share in Tecteon will be reduced from 5p to 1p; • the authorised capital of the Company will be reduced from £15,195,799.25 to £10,750,949.89; • each issued ordinary share of 5p ("Existing Ordinary Share") will be sub-divided into one ordinary share of 1p (a "New Ordinary Share") and a deferred share of 4p (a "Deferred Share"); • each of the unissued ordinary shares will be one New Ordinary Share of 1p • the Articles of Association of the Company will be altered to reflect the reorganised capital and to set out the rights attaching to the Deferred Shares Despite the creation of Deferred shares and changes to the underlying par value of the Existing Ordinary Shares. Shareholders current percentage ownership of the Company will not change as a result of the Capital Reorganisation. • the New Ordinary Shares will carry equivalent rights to the Existing Ordinary Shares under the Articles of Association. The Deferred Shares will have no rights to vote or to participate in dividends and will carry limited deferred rights on any return of capital (whether on a liquidation or otherwise) and therefore will effectively be of no value. • after implementation of the Share Capital Subdivision, the share capital of the Company will comprise New Ordinary Shares and Deferred Shares in place of Existing Ordinary Shares and non-equity deferred shares of 1p each which are not affected by the Share Capital Reorganisation. • existing share certificates in respect of Existing Ordinary Shares will remain valid. Application has been made to AIM for the New Ordinary Shares to be admitted totrading on AIM and dealings in Existing Ordinary Shares are expected to cease atthe close of business on 1 April 2005 and dealings in the New Ordinary Sharesare expected to commence on 4 April 2005. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Berkeley Mineral Resources