Scheme Update - extension of Long-Stop Date
September 21 2010 - 11:51AM
UK Regulatory
TIDMETC
RNS Number : 0690T
Et-china.com International Holdings
21 September 2010
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS IN THAT JURISDICTION
ET-CHINA.COM INTERNATIONAL HOLDINGS LIMITED
("Et-china" or "the Company")
Scheme of Arrangement update: extension of Long-Stop Date
Further to recent announcements, the Company gives notice that it has agreed
with Kuoni to extend the current Long Stop Date for the Scheme to become
effective of 30 September 2010 until 31 December 2010. The Royal Court of
Jersey has today made an order allowing this extension.
Kuoni has informed the Company that Kuoni is currently unable to conclude that
certain conditions to the Scheme have been satisfied or can be waived due to
legal and regulatory issues that have been raised in connection with a certain
part of the Company's business. The Company is in the process of trying to
resolve these issues to Kuoni's satisfaction, including where appropriate by
requesting confirmations from one or more third parties in relation to these
issues. The Company will therefore not be requesting that the Scheme Court
Hearing and the Reduction Court Hearing be convened until further notice. All
shareholders are reminded that if they wish to object to the Scheme they are
entitled to attend and voice their objections at the Scheme Court Hearing. An
announcement will be made informing shareholders of the date of the Scheme Court
Hearing.
It is also proposed to extend the long stop date under the Escrow Agreement
between Kuoni, Matthew Ng and certain executives of GZL ("GZL executives")
commensurately. Matthew Ng has undertaken to Kuoni that he will execute an
amendment agreement to the Escrow Agreement (to effect such extension) himself
and in addition that if any of the GZL executives do not execute such an
amendment agreement by the long stop date under the Escrow Agreement, he will
become responsible for their proportion, as well as his own proportion, of the
aggregate escrow amount of US$1,000,000.
A further announcement will be made in due course.
For the avoidance of doubt, the Company is not subject to the City Code on
Takeovers and Mergers ("City Code") and accordingly investors should be aware
that they are not afforded the protections of the City Code.
Any capitalised term used but not defined in this announcement has the same
meaning as is given to it in the Scheme Circular
Contact details for enquiries:
+--------------------------------------+------------------------+
| Et-china.com International Holdings | +86 (0)20 3879 5531 |
| Limited | |
+--------------------------------------+------------------------+
| Matthew Ng | |
+--------------------------------------+------------------------+
| | |
+--------------------------------------+------------------------+
| | |
+--------------------------------------+------------------------+
+--------------------------------------+------------------------+
| Seymour Pierce, Nomad and Broker | +44 (0)207 107 8000 |
+--------------------------------------+------------------------+
| Mark Percy | |
+--------------------------------------+------------------------+
| Catherine Leftley | |
+--------------------------------------+------------------------+
| | |
+--------------------------------------+------------------------+
The distribution of this announcement in jurisdictions other than in the United
Kingdom or Jersey may be restricted by law and therefore any persons who are
subject to the laws of any jurisdiction other than the United Kingdom or Jersey
should inform themselves about, and observe, any applicable requirements. This
announcement has been prepared for the purposes of complying with Jersey law and
the AIM Rules and information disclosed may not be the same as that which would
have been disclosed if this announcement had been prepared in accordance with
the laws of any jurisdiction outside the United Kingdom or Jersey.
Copies of this announcement and formal documentation relating to the Proposal
will not be and must not be, mailed or otherwise forwarded, distributed or sent
in, into or from any jurisdiction where to do so would violate the laws in that
jurisdiction.
The Proposal relates to the shares of a Jersey company and is proposed to be
effected by means of a scheme of arrangement under Jersey law. The Proposal will
not be sent to Et-china Shareholders who are resident in, or citizens of, or are
organised or incorporated in, the United States. Accordingly, neither this
announcement nor any other document in connection with the Proposal shall be
released, published or distributed in whole or in part in, into or from the
United States or any other jurisdiction where to do so would constitute a
violation of the relevant laws in that jurisdiction. Neither this announcement
nor any other document in connection with the Proposal shall be forwarded by any
nominee, custodian, broker or other intermediary in, into or from the United
States.
Hong Kong
WARNING
The contents of this announcement and the Scheme Circular have not been reviewed
by any regulatory authority in Hong Kong. You are advised to exercise caution in
relation to the offer. If you are in doubt about any of the contents of this
announcement or the Scheme Circular, you should obtain independent professional
advice.
This announcement and the Scheme Circular do not constitute an offer or
invitation to the public in Hong Kong to subscribe for or dispose of the Scheme
Shares. Accordingly, unless permitted by the securities laws of Hong Kong, no
person may issue or have in its possession for the purposes of issue, this
announcement or any invitation or document relating to the Scheme Shares,
whether in Hong Kong or elsewhere, which is directed at, or the contents of
which are likely to be accessed or read by, the public in Hong Kong other than
in circumstances which do not constitute an offer or an invitation to the public
for the purposes of the Hong Kong Securities and Futures Ordinance. However,
numbered copies of the Scheme Circular may be issued to a limited number of
shareholders in Hong Kong in a manner which does not constitute an issue,
circulation or distribution of this document, or any offer or invitation in
respect of the Scheme Shares, to the public in Hong Kong. Only the person to
whom a numbered copy of the Scheme Circular has been issued may take action in
response to the Scheme Circular. No person to whom a numbered copy of the Scheme
Circular is issued may issue, circulate or distribute this document in Hong Kong
or make or give a copy of this document to any other person.
This information is provided by RNS
The company news service from the London Stock Exchange
END
SOAUAVVRRRAKUAR
Establishment Investment (LSE:ETC)
Historical Stock Chart
From Apr 2024 to May 2024
Establishment Investment (LSE:ETC)
Historical Stock Chart
From May 2023 to May 2024