TIDMBIP
RNS Number : 7661A
Biofutures International plc
25 March 2013
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION.
This announcement is not an admission document. This
announcement does not constitute or form part of, and should not be
construed as, any offer or invitation to sell or issue, or any
solicitation of any offer to purchase or subscribe for, any shares
in the Company or securities in any other entity nor shall it, or
any part of it, or the fact of its distribution, form the basis of,
or be relied on in connection with, any contract or investment
decision in relation thereto. This announcement does not constitute
a recommendation regarding any securities.
Any investment decision must be made exclusively on the basis of
the final admission document dated 8 March 2013 and published by
the Company (and any supplement thereto to be published by the
Company) (the "Admission Document"). A copy of the Admission
Document is available on the Company's website,
www.biofuturesplc.com.
Biofutures International plc
("Biofutures" or the "Company")
Result of General Meeting
25 March 2013
Biofutures is pleased to announce that at the General Meeting
held earlier today each of the resolutions set out in the Notice of
General Meeting annexed to the Admission Document was duly passed.
For further information please view the Admission Document and
Notice of General Meeting.
In accordance with the timetable contained within the Admission
Document, at 8.00 a.m. on 26 March 2013, it is expected that the
Share Consolidation will take effect, the Acquisition will complete
and Admission will occur. The Company, which will be renamed
Graphene NanoChem Plc today, will trade under the trading symbol
GRPH and its ISIN will be GB00B9BBJ076.
Capitalised terms used in this announcement but not defined have
the meanings given to them in the Admission Document.
For further information:
Biofutures International Tel: +603 6203 5136
Joe Wong, Chief Executive
Officer
Platinum NanoChem Tel: +603 2282 3080
Dato' Jespal Deol, Chief
Executive Officer
Panmure Gordon (Broker,
Sole Bookrunner and NOMAD
from Admission) Tel: +44(0) 20 7886 2500
Callum Stewart Tel: +65 8614 7553
Tom Nicholson
Daniel Stewart (NOMAD Tel: +44(0) 20 7776 6578
until Admission)
Paul Shackleton
Citigate Dewe Rogerson Tel: +44(0) 20 7638 9571
Ginny Pulbrook
Important notice
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy shares in the Company in any
jurisdiction. Any such offer, if made, is being made pursuant to
the Admission Document.
This announcement (or any part of it) is not to be distributed,
reproduced, passed on, or the contents otherwise divulged, directly
or indirectly, in or into the United States of America, Canada,
Australia, the Republic of South Africa, Japan, or in any country,
territory or possession where to do so may contravene local
securities laws or regulations. Any failure to comply with the
above restrictions may constitute a violation of the securities
laws of any such jurisdiction.
The shares in the Company have not been nor will be registered
under the United States Securities Act of 1933, as amended (the "US
Securities Act"), or under the securities legislation of any state
of the United States of America, and may not be offered or sold in
the United States of America except pursuant to an exemption from,
or in a transaction not subject to, the registration requirements
of the US Securities Act and in compliance with any applicable
state securities laws. The shares in the Company have not been nor
will be registered under the relevant securities laws of Canada,
Australia, the Republic of South Africa or Japan. There will be no
offering of shares in the Company in or into the United States of
America, Canada, Australia, the Republic of South Africa or Japan
or in any country, territory or possession where to do so may
contravene local securities laws or regulations.
Daniel Stewart is acting as nominated adviser to the Company up
to Admission for the purposes of the AIM Rules. Daniel Stewart,
which is authorised and regulated in the United Kingdom in the
conduct of investment business by the FSA, is acting exclusively
for the Company and no one else in connection with the matters
described herein and will not be responsible to anyone other than
the Company for providing the protections afforded to customers of
Daniel Stewart or for advising any other person on the contents of
this announcement or any matter referred to herein. Daniel
Stewart's responsibilities as the nominated adviser under the AIM
Rules are owed solely to the London Stock Exchange plc and are not
owed to the Company or to any Director or Proposed Director or to
any other person in respect of their decision to acquire shares in
the Company in reliance on any part of this announcement. Daniel
Stewart is not making any representation or warranty, express or
implied, as to the contents of this announcement.
Panmure Gordon, which is authorised and regulated in the United
Kingdom in the conduct of investment business by the FSA, is acting
as nominated adviser to the Company with effect from Admission,
broker to the Company in connection with the Proposals and as sole
bookrunner to the Company in connection with the Placing and will
be acting for no one else in connection with the matters described
herein. Panmure Gordon will not be responsible to anyone other than
the Company for providing the protections afforded to clients of
Panmure Gordon or for advising any other person on the contents of
this announcement or the Proposals. No representation or warranty,
express or implied, is made by Panmure Gordon as to the contents of
this announcement (without limiting the statutory rights of any
person to whom this announcement is issued). Apart from the
responsibilities and liabilities, if any, which may be imposed on
Panmure Gordon by FSMA, no liability whatsoever is accepted by
Panmure Gordon for the accuracy of any information or opinions
contained in this announcement or for the omission of any material
information for which it is not responsible. Panmure Gordon's
responsibilities as the nominated adviser under the AIM Rules are
owed solely to the London Stock Exchange plc and are not owed to
the Company or to any Director or Proposed Director or to any other
person in respect of their decision to acquire shares in the
Company in reliance on any part of this announcement. Panmure
Gordon is not making any representation or warranty, express or
implied, as to the contents of this announcement.
This announcement includes "forward-looking statements", which
include all statements other than statements of historical facts
including, without limitation, those regarding the Enlarged Group's
financial position, business strategy, plans and objectives of
management for future operations and any statements preceded by,
followed by or that include forward-looking terminology such as the
words "targets", "plan", "project", "believes", "estimates",
"aims", "intends", "can", "may", "expects", "forecasts",
"anticipates", "would", "should", "could" or similar expressions or
the negative thereof. Such forward-looking statements involve known
and unknown risks, uncertainties and other important factors beyond
the Enlarged Group's control that could cause the actual results,
performance or achievements of the Enlarged Group to be materially
different from future results, performance or achievements
expressed or implied by such forward-looking statements. Such
forward-looking statements are based on numerous assumptions
regarding the Enlarged Group's present and future business
strategies and the environment in which the Enlarged Group will
operate in the future. These forward-looking statements speak only
as at the date of this announcement. The Enlarged Group expressly
disclaims any obligation or undertaking to disseminate any updates
or revisions in relation to any forward-looking statements
contained herein to reflect any change in the Enlarged Group's
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statements are based.
As a result of these factors, the events described in the
forward-looking statements in this announcement may not occur.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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