12th May 2008 08:11
12th May 2008
AGA FOODSERVICE GROUP PLCADMISSION TO OFFICIAL LIST, VOTING RIGHTS AND UPDATE ON RETURN OF CASH
Following the announcement on Friday 9th May 2008 detailing the results of the Extraordinary General Meeting held earlier on that day, Aga Foodservice Group plc (Aga or the Company) is pleased to announce that the Return of Cash is now being implemented and confirms that the New Ordinary Shares have been admitted to the Official List under ISIN GB00B2QMX606 and SEDOL B2QMX60 and commenced trading at 8.00 a.m. today.
Following admission, a total of 69,204,840 New Ordinary Shares of 46 7/8 pence each will be in issue. In addition, a total of 28,620,625 B Shares of 121 pence each and a total of 86,720,775 C Shares of 0.001 pence each will be in issue. No application has been, or will be, made for the B Shares or the C Shares to be admitted to listing on the Official List or admitted to trading on the London Stock Exchange's market for listed securities or any other recognised investment exchange.
As at the end of the close of the election period, being 4.30 p.m. on 9th May 2008, the results of the shareholders' elections or, as the case may be, deemed elections for the Alternatives in respect of the Return of Cash were as follows:
Number of Existing Ordinary Shares B Share - Capital alternative 28,620,625 C Share - Dividend alternative 86,720,775 Total 115,341,400
All defined terms used in this announcement shall have the same meaning as in the Circular issued to Shareholders dated 28th March 2008. The expected timetable of outstanding events in relation to the Return of Cash is set out below.
VOTING RIGHTS
In conformity with the Transparency Directive, the Company notifies the market that its issued share capital consists of 69,204,840 ordinary shares of 46 7/8 pence with voting rights. Aga does not hold any shares in Treasury. Therefore, the total number of ordinary shares in the capital of Aga with voting rights is 69,204,840. This figure may be used by shareholders 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, Aga under the FSA's Disclosure and Transparency Rules.
DIRECTORS' INTERESTS
Following the share capital consolidation, the interests of Directors and other Persons Discharging Managerial Responsibility (PDMR) and their related parties in the Ordinary Shares of the Company are as follows:-
DIRECTORS Number of Ordinary Shares Percentage of Ordinary of 46 7/8 pence Shares in issue W B McGrath 88,015 0.127 S M Smith 63,237 0.091 P B Dermody 10,666 0.015 P E Jackson 532 0.001 H M Mahy 2,908 0.004 P W G Tom 10,666 0.015 PDMR Number of Ordinary Shares Percentage of Ordinary of 46 7/8 pence Shares in issue M A Bufton 8,634 0.012 G J V Green 2,455 0.004
The share capital consolidation has not resulted in any change in the interests of the Director and other PDMR in the options over Ordinary Shares under the Company's Senior Executive Share Option Scheme or the Long-Term Incentive Plan.
Enquiries:
P M Sissons, Company Secretary +44 (0)121 711 6090 Simon Sporborg/Charlotte Kenyon, Brunswick - 020 7404 5959
EXPECTED TIMETABLE OF OUTSTANDING EVENTS
Single Dividend becomes payable and C Shares By 22nd May 2008automatically reclassified as Deferred Shares Redemption of B Shares under the Capital By 22nd May 2008Alternative Despatch of share certificates in respect of New By 22nd May 2008Ordinary Shares and despatch of cheques and CREST accounts credited in respect of fractional entitlements Despatch of cheques or payment by BACS to mandated By 29th May 2008accounts in respect of the Dividend Alternative Despatch of cheques and CREST accounts credited in By 29th May 2008
respect of the Capital Alternative
vendorRelated Shares:
AGA.L