Proposed Cancellation from AIM Close of Offer
15 September 2010 - 4:15PM
UK Regulatory
TIDMHTH TIDMEKT
14 September 2010
Hartest Holdings Plc
Proposed cancellation from AIM
Close of Offer
Close of Offer
The Board notes the announcement made earlier today by Elektron plc
("Elektron") that the offer, by Elektron for the shares of Hartest (the
"Offer"), has closed.
Elektron further announced that as at 1pm on 14 September 2010, Elektron is the
beneficial owner, or has received valid acceptances from Hartest Shareholders,
in respect of a total of 8,486,590 Hartest Shares, representing approximately
95.94 per cent. of the issued ordinary share capital of Hartest.
Elektron also announced that having received valid acceptances in respect of
more than 90 per cent. in nominal value of the Hartest shares to which the
Offer relates, Elektron has resolved to exercise its rights pursuant to the
provisions of Part 28 of the Companies Act 2006 to compulsorily acquire all
remaining Hartest shares in respect of which acceptances have not been received
prior to closing of the Offer (the "Compulsory Acquisition Procedure").
Elektron has stated that it will announce the commencement of the compulsory
acquisition procedure in due course.
The price offered under the Compulsory Acquisition Procedure will be 90 pence
per ordinary Hartest share.
Cancellation of Admission to Trading on AIM
In relation to the above, and at the request of Elektron, Hartest is applying
to the London Stock Exchange for the cancellation of admission to trading of
Hartest Shares on AIM ("Cancellation").
The London Stock Exchange has agreed that shareholder consent in general
meeting of Hartest, which would otherwise be required pursuant to AIM Rule 41,
will not be required as the proposed Cancellation is pursuant to the takeover
by Elektron of Hartest which has been declared wholly-unconditional and
furthermore that Elektron is the beneficial owner, or has received valid
acceptances, in respect of more than 75 per cent. of the issued share capital
of Hartest.
Cancellation of the AIM quote is expected to be effective from 7.00am on 14
October 2010.
Following the Cancellation Elektron intends to re-register Hartest as a private
company under the relevant provisions of the Companies Act 2006 to enable
Hartest, inter alia, to provide security for the enlarged group's borrowings.
Pending the commencement of the Compulsory Acquisition Procedure, the
Cancellation and the re-registration of Hartest as a private company would
significantly reduce the liquidity and marketability of any Hartest shares that
have not accepted the Offer. Following the Cancellation, there will be no
future market for a Hartest shareholder to realise their investment in Hartest.
Shareholders are still able to be buy and sell Hartest shares prior to the
Cancellation and Compulsory Acquisition Procedure.
Enquiries:
Hartest Holdings plc Geoff Spink, Chief Executive 01252 749 530
Westhouse Securities Tim Metcalfe / Martin Davison 020 7601 6100
Hansard Communications Justine James / Kirsty Corcoran 020 7245 1100
END
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