Result of General Meeting
December 14 2009 - 4:10AM
UK Regulatory
TIDMALL
Result of General Meeting
14 December 2009
ALLOCATE SOFTWARE PLC
("Allocate" or "the Company")
Result of General Meeting
On 27 November 2009, Allocate announced that it had agreed the terms of a proposed acquisition (the
"Acquisition") by the Company of Time Care AB ("Time Care"), a Swedish-based provider of workforce management
software, with a strong focus on the healthcare market, for a Net Consideration of SEK 100 million
(approximately GBP8.7 million)1.
On the same day, Allocate also announced a placing of 15,100,000 new ordinary shares ("New Shares") at 55.0
pence per New Share to raise approximately GBP8.3 million (approximately GBP8.0 million net of expenses) to help
fund the Acquisition (the "Placing"). The Placing has been fully underwritten by Numis Securities Limited,
subject to certain conditions set out in the Placing Agreement.
The Placing and consequently the Acquisition are conditional upon, inter alia, the approval of Shareholders.
The Board of Allocate is pleased to announce that at the General Meeting of its Shareholders held at 9.30 a.m.
today, the Resolutions, as set out in the Notice of General Meeting sent to Shareholders on 27 November 2009,
were duly passed without amendment.
The Placing and consequently the Acquisition remain conditional upon the Placing Agreement becoming
unconditional in all respects and Admission. It is expected that Admission will become effective, and dealings
in the New Shares will commence on AIM, at 8.00 a.m. on 15 December 2009. The New Shares will, when issued and
fully paid, rank pari passu in all respects with the existing ordinary shares, including the right to receive
any dividend or other distribution declared, made or paid after Admission.
Completion of the Acquisition is anticipated to occur shortly after Admission. As at the date of this
announcement, all Vendors had signed the Acquisition Agreement. Consequently, upon Completion, Allocate will
have acquired the entire issued and to be issued share capital of Time Care.
Terms defined in the Circular sent to Shareholders on 27 November 2009 have the same meanings in this
announcement.
Enquiries:
Allocate Software plc Tel: +44 (0) 20 7355 5555
Ian Bowles - Chief Executive Officer
Simon Thorne - Chief Financial Officer
Numis Securities Limited
Nominated adviser - Michael Meade / Brent Nabbs Tel: +44 (0) 20 7260 1000
Corporate Broking - James Black
Strata Partners (Financial Adviser) Tel: +44 (0) 20 7730 1200
Edward Roskill
Hansard Group Tel: +44 (0) 20 7245 1100
Justine James
Strata Partners, which is authorised and regulated in the United Kingdom by the Financial Services Authority,
is Allocate's exclusive financial adviser for the Acquisition. Strata Partners is acting exclusively for the
Company and will not be responsible to any other person for providing the protections afforded to customers of
each of them nor for providing advice in relation to the contents of this announcement or any other matter
referred to herein.
Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services
Authority and is a member of the London Stock Exchange, is Allocate's nominated adviser and broker for the
purposes of the AIM Rules. Numis Securities Limited is acting exclusively for the Company and will not be
responsible to any other person for providing the protections afforded to customers of each of them nor for
providing advice in relation to the contents of this announcement or any other matter referred to herein.
The distribution of this announcement in jurisdictions other than the UK may be restricted by law and therefore
persons into whose possession this document comes should inform themselves about and observe any of those
restrictions. Any failure to comply with any of those restrictions may constitute a violation of the
securities laws of any such jurisdiction.
_______________________________
1 Exchange rate of GBP1 = 11.50 SEK as at 26 November 2009, being the last business day prior to the announcement
of the Acquisition
Allocate Software plc
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