Evolve Capital PLC Result of General Meeting (0832V)
January 08 2013 - 9:00AM
UK Regulatory
TIDMEVOL
RNS Number : 0832V
Evolve Capital PLC
08 January 2013
8 January 2013
Evolve Capital plc
("Evolve" or the "Company")
Result of General Meeting
and
adjournment of the meeting prior to consideration of the
Delisting
Introduction
On 19 December 2012 the Company announced proposals, subject to
approval of its shareholders at a general meeting to be held today
(the "General Meeting"), to:
(i) approve the transfer by St Helens Capital Partners LLP, the
Company's wholly owned ISDX advisory business ("St Helens"), of its
business to Peterhouse Corporate Finance Limited ("Peterhouse")
(the "Disposal"); and
(ii) cancel the admission of the ordinary shares of 0.1p each in
the capital of the Company (the "Ordinary Shares") to trading on
AIM, a market operated by the London Stock Exchange plc ("AIM")
(the "Delisting").
The Company sent a circular to its shareholders (the "Circular")
setting out further details of the Disposal and the Delisting and
the implications for shareholders of the Company. The Circular
contained a recommendation from the board of Evolve for
shareholders to vote in favour of the Disposal and the
Delisting.
Yesterday the Company announced that it had received a request
from a number of shareholders in Evolve who had asked for the
opportunity to meet with the board of Evolve to discuss the
proposed arrangements for the provision of information to
shareholders, share trading, corporate governance and shareholder
protections in general, that would be put in place following the
Delisting prior to giving consideration to the special resolution
being proposed at the General Meeting to approve the Delisting.
The Company also announced that it was sympathetic to the
request and that in order to facilitate discussions it had agreed
to adjourn the General Meeting, following the consideration of
Resolution 1, the ordinary resolution to approve the Disposal, for
a period of 21 days.
Result of General Meeting
The Board is pleased to announce that at today's General Meeting
the resolution in respect of the Disposal was duly passed. As a
consequence the transfer of the St Helens' business to Peterhouse
has completed.
Adjourned General Meeting to consider Delisting and revised
timetable for Delisting
The adjourned meeting to consider the Delisting will be held on
29 January 2013 at 11.00 am at the offices of Marriott Harrison,
Staple Court, 11 Staple Inn Buildings, London WC1V 7QH (the
"Adjourned General Meeting"). Proxy votes that have been cast on
the Delisting Resolution will remain valid for the Adjourned
General Meeting. The deadline for submitting proxies or for
changing proxies that have already been submitted in relation to
Resolution 2 will be 24 hours before the date of the Adjourned
General Meeting.
Should the Delisting be approved by Shareholders at the
Adjourned General Meeting it is anticipated that the trading in the
Ordinary Shares on AIM will cease at close of business on 5
February 2013 with the Delisting taking effect at 7:00 a.m. on 6
February 2013.
Should the Delisting not be approved by Shareholders at the
Adjourned General Meeting, the Company will continue to be listed
on AIM and, as a consequence of the costs associated with remaining
on the market, the funds that will be available for eventual
distribution to shareholders will be diminished. It will also be
necessary for the Company to convene another general meeting at
which to obtain shareholders' consent for a new investing policy
and the costs involved in this exercise will further diminish the
funds that will be available for eventual distribution to
shareholders.
Further announcements will be made as appropriate.
For further enquiries please contact
Evolve Capital plc:
Oliver Vaughan 020 7937 4445
Allenby Capital Limited (Nominated adviser and broker):
Nick Naylor or Nick Athanas 020 3328 5656
This information is provided by RNS
The company news service from the London Stock Exchange
END
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