Result of EGM
April 07 2008 - 5:16AM
UK Regulatory
RNS Number:7371R
Greatfleet PLC
07 April 2008
7 April 2008
Greatfleet plc
("Greatfleet" or the "Company" or the "Group")
Result of Extraordinary General Meeting
Placing to raise �1.48 million and 1 for 10 Consolidation of the share capital
The Board of Greatfleet plc (AIM: GFG), the specialist recruitment company,
announces that at the extraordinary general meeting ('EGM') of the Company held
earlier today all resolutions, as detailed in the circular sent to shareholders
dated 13 March 2008, were passed.
As a result, the placing of 5,913,020 new ordinary Shares of 20 pence each in
the capital of the Company (the "Placing Shares") at 25 pence per Placing Share
to raise approximately �1.48 million (before expenses) has now been completed,
subject only to admission of the enlarged share capital of the Company to
trading on AIM. The net proceeds of the Placing will be used by the Company to,
inter alia, provide additional working capital for the Group, enable the Company
to repay certain of its creditors and allow for the development of the Group.
The Placing Shares, which will represent 33.2 per cent of the Company's enlarged
issued share capital, have been placed with institutional and other investors,
including Board members and some staff of Greatfleet, at the Placing Price which
represents a discount (as adjusted to reflect the consolidation of the existing
share capital of the Company) of approximately 33.3 per cent. to the mid-market
closing price of 3.75p on 12 March 2008 (equivalent to a mid-market price of
37.5 pence as adjusted to reflect the share consolidation of the existing share
capital).
With effect from the completion of the EGM and as detailed in the circular sent
to shareholders on 13 March 2008, Tony Cox has stepped down from the Board as an
Executive Director of the Company.
Shareholders have also approved the resolution proposed at the EGM of the
Company in relation to the allotment and issue of 2,700,000 new ordinary shares
of 20 pence each in the capital of the Company to Colin Gerstein and Tony Cox
pursuant to the settlement of the deferred consideration arrangements in
relation to Greatfleet's acquisition of Qualitas in September 2007 (the
"Deferred Consideration Shares").
Furthermore, the resolution proposed to shareholders in relation to the 1 for 10
share consolidation of the existing ordinary share capital of the Company (the
"Share Consolidation") has been approved and the Share Consolidation will take
place at the close business today, 7 April 2008. Shareholders who hold their
existing ordinary shares in Greatfleet in uncertificated form are expected to
have their CREST accounts credited with the consolidated ordinary shares of 20
pence each on 8 April 2008. Certificates for consolidated ordinary shares of 20
pence each will be dispatched by 15 April 2008.
Following the passing of the resolutions all conditions relating to the Placing,
the issue of the Deferred Consideration Shares and the Share Consolidation, as
announced on 13 March 2008, have been met.
Application has been made to the London Stock Exchange for the enlarged issued
share capital immediately following completion of the Placing, the issue of the
Deferred Consideration and the Share Consolidation (the "Enlarged Share
Capital"), to be admitted to trading on AIM ("Admission") and it is expected
that Admission will become effective and that dealings in the Enlarged Share
Capital will commence at 8.00 a.m. on Tuesday 8 April 2008.
On Admission there will be 17,793,492 ordinary shares of 20 pence each in the
Company in issue (the "Consolidated Ordinary Shares"). With effect from
Admission, the Consolidated Ordinary Shares will trade under the new ISIN
GB00B2QBB969
In addition, the Company has also issued 861,302 warrants to subscribers for the
Placing Shares and the Deferred Consideration Shares entitling the registered
holder thereof to subscribe for one new ordinary share of 20 pence each in the
Company at 40 pence per ordinary share for the period from Admission to 8 April
2009 (the "Warrants"). No application is being made for the Warrants to be
admitted to trading on AIM.
Colin Gerstein, Chief Executive Officer of Greatfleet, commented:
"I would like to thank our existing shareholders for their continuing support
and welcome our new shareholders. This is a very positive step for Greatfleet
and thanks to this robust support and our successful restructuring of the
business over the last 5 months we are now in a strong position to grow our
business both organically and by focussed acquisition."
For further information please contact:
Greatfleet plc Tel: 0845 881 0700
Sir John Baker, Non-Executive Chairman
Colin Gerstein, Chief Executive Officer
Noble & Company Limited Tel: 0207 763 2200
Nick Naylor
Nick Athanas
Parkgreen Communications Limited Tel: 020 7851 7480
Ben Knowles Mob: 07900 346 978
Ben.knowles@parkgreenmedia.com
Bex Sanders-Hewett Mob: 07961 075 844
Bex.sanders-hewett@parkgreenmedia.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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