THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN COGENPOWER PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF COGENPOWER PLC. MEMBERS OF THE PUBLIC SHALL NOT BE ELIGIBLE TO TAKE PART IN THE PROPOSED PLACING, WHICH IS TO BE LIMITED TO PERSONS SELECTED BY PETERHOUSE CORPORATE FINANCE LIMITED AND WHO CONFIRM THEIR PARTICIPATION BY ENTERING INTO A PLACING CONFIRMATION LETTER WITH PETERHOUSE CORPORATE FINANCE LIMITED AS AGENT OF THE COMPANY IN A PRESCRIBED FORM.
FOR IMMEDIATE RELEASE
Results of Creditors Meeting to approve Company Voluntary Arrangement ("CVA") and General Meeting ("
Completion of placing to raise £0.55 million ("Placing") and Total Voting Rights
Lifting of suspension in trading on AIM
Results of Meetings and Completion of Proposals
The Company announces that at the meeting of Creditors held on
In addition, at the General Meeting of the Company held following the Creditors' meeting, all Resolutions put to Shareholders were duly passed. Details of the resolutions were set out in the Circular to Shareholders dated
· Approval of the 2016 Accounts;
· Appointment of
· Approval for the CVA;
· To authorise the Directors to issue shares pursuant to section 551 of the Companies Act 2006; and
· To disapply the statutory pre-emption rights under section 561 of the Companies Act 2006.
Accordingly, the CVA has become effective and the Placing has been completed subject only to the re-commencement of trading in the Company's shares, which is expected to occur tomorrow, 26th
Completion of the Placing and Total Voting Rights
Following the passing of the Resolutions 4 and 5, the Company confirms that
The Board is progressing arrangements for the disposal of the Company's current business comprising all of the Group's remaining operating subsidiaries to
Following such disposal, the Company would then become an AIM Rule 15 cash shell. As such a cash shell the Company would have no operating cash flow and would be dependent on the net proceeds of the placing for its working capital requirements. Furthermore, should the Company become an AIM Rule 15 cash shell, it must make an acquisition or acquisitions which constitute a reverse takeover under AIM Rule 14 within six months, failing which the Exchange will suspend trading in the Company's shares pursuant to AIM Rule 40.
Lifting of suspension
It is expected that the suspension from trading on AIM will be lifted with effect from
Note: Capitalised terms in this announcement are as defined in the Circular dated
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
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