Quindell PLC Results of General Meeting (1051H)
27 November 2015 - 1:29AM
UK Regulatory
TIDMQPP
RNS Number : 1051H
Quindell PLC
26 November 2015
26 November 2015
Quindell Plc
("Quindell" or the "Company")
RESULTS OF GENERAL MEETING
Further to its announcement on 9 November 2015, Quindell
(AIM:QPP.L) announces all resolutions at the General Meeting, held
earlier today, were duly passed.
The Reduction of Capital and Return of Capital remain subject to
Court approval. The Consolidation is subject to the Reduction of
Capital and Return of Capital.
Shareholders approved a resolution to change the Company name to
Watchstone Group plc. Accordingly, the change of the name of the
Company has become effective at Companies House today.
It is expected that trading in the Company's Ordinary Shares on
AIM under the new name of Watchstone Group plc (AIM: WTG.L) will
take effect from tomorrow, 27 November 2015. The ISIN and SEDOL
numbers will not change.
Planned suspension of trading commencing 16 December 2015
Due to the gap between the record dates for the Return of
Capital and the Consolidation, and because of the likely impact of
the outcome of the Court Hearing on the share price of the Company,
there is a risk of confusion in the market and volatility in the
share price of the Company between the date of the Court Hearing
and the Consolidation becoming effective. As a result, the Company
has been granted its request that its Ordinary Shares be suspended
from 7:30 am on Wednesday, 16 December 2015 (being the date of the
Court Hearing) until the market opening on Monday, 21 December 2015
("Suspension").
The Suspension has been requested because:
a) the Court Hearing will take place during trading hours on
Wednesday, 16 December 2015 and the Company is under an obligation
to ensure that the market is updated in an orderly fashion which
will not be possible where there is a Court hearing. The Company
will, of course, announce the results of the Court Hearing without
delay; and
b) if approved, due to legal filing requirements, in the absence
of the Suspension, the Ordinary Shares would trade ex-entitlement
to the Return of Capital (90p per Ordinary Share) for one trading
day prior to the Consolidation becoming effect. In the absence of
the Suspension, there was considered a risk of excessive volatility
on Thursday, 17 December 2015 and, in particular, on Friday, 18
December 2015.
Assuming the Court approves the Reduction of Capital and Return
of Capital, shareholders will receive 90p per Ordinary Share in
cash and the Company would expect the Ordinary Shares to devalue by
90 pence per Ordinary Share before the 1 for 10 Consolidation takes
place. Once the Consolidation takes effect on Monday, 21 December
2015, and without taking account of any other market movement in
the value of the Ordinary Shares, the Consolidated Ordinary Shares
will re-admit with a value per share of ten times the devalued
price per Ordinary Share, with each Shareholder holding a tenth of
his or her previous number of Ordinary Shares in the Company.
In the event that the Company's proposals are rejected by the
Court, the Company will request that its Ordinary Shares
re-commence trading at the opening of the market on Thursday, 17
December 2015 and the Consolidation will not take place.
Should the Court hearing be adjourned, the Company will consult
with Peel Hunt, its Nominated Adviser, as to whether to request
trading in its Ordinary Shares should re-commence upon the decision
of the Court following the adjournment or with immediate
effect.
Updated Timetable of Events
Suspension commences 7:30 a.m. on
Wednesday 16
December 2015
Court Hearing 10:00 a.m. on
Wednesday 16
December 2015
Record Date 6:00 p.m. on
Thursday 17 December
2015
Registration of Court Order and Friday 18 December
Effective Date of Return of Capital 2015
Consolidation Record Date 6:00 p.m. on
Friday 18 December
2015
Suspension ends, Share Consolidation 8:00 a.m. on
Effective and Consolidated Ordinary Monday 21 December
Shares commence trading ex-entitlement 2015
to Return of Capital
Dispatch of cheques to Shareholders On or around
or Shareholders' CREST accounts 31 December 2015
credited (as appropriate) in respect
of Return of Capital entitlements
Notes
These dates are estimates only, being subject to agreement of
hearing dates with the Court. Any changes will be notified to
Shareholders by an announcement on the Regulatory News Services of
the London Stock Exchange.
All references to time in this announcement are to London
time.
For further information:
Quindell Plc Tel: 01489 864
200
Richard Rose, Non-executive
Chairman
Indro Mukerjee, Group Chief
Executive Officer
Stephen Joseph, Head of Investor
Relations
Tel: 020 7418 8900
Peel Hunt LLP, Nominated Adviser
and broker
Dan Webster
Tulchan Communications Tel: 020 7353 4200
Susanna Voyle
Charlotte Church
This information is provided by RNS
The company news service from the London Stock Exchange
END
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