Notice of General Meeting
September 03 2010 - 11:51AM
UK Regulatory
TIDMFCOM
RNS Number : 1615S
First Communications, Inc.
03 September 2010
First Communications, Inc.
(the "Company")
Proposed De-Listing & Notice of General Meeting
Akron, OH, 3 September 2010 - The Company announced on 2 September 2010 that the
board of the Company (the "Board") had decided to call a General Meeting of the
shareholders of the Company and depository interest holders at which a
resolution for the Company's delisting from AIM (the "Delisting") should be
proposed and considered. In accordance with the Company's articles of
incorporation, the Board is convening a General Meeting for this purpose. The
General Meeting will be held on 20 September 2010. Under the AIM Rules, the
cancellation shall be conditional upon the consent of not less than seventy-five
per cent. (75%) of votes cast by its shareholders in a general meeting. The
Board believes that the level of ownership of the members of the Board or the
entities with which they are affiliated is such that it is highly unlikely that
the relevant resolution will not be passed.
Background to the De-Listing
The Board feels the admission to trading on AIM has not and will not in the near
future help its ability to access additional capital and that accessing
additional capital will likely be more efficient on a US exchange or as a
private Company. In addition, there has been very little liquidity in the
Company's shares since its admission to trading on AIM. The Board does not see
an advantage in remaining publicly quoted and does not believe the ongoing costs
and regulatory requirements of a listing on AIM can be justified.
The Delisting
The Company hereby notifies shareholders and holders of depository interests
that, subject to shareholder approval at the General Meeting to be held on 20
September 2010, it is expected that the Company's listing on AIM will be
cancelled from 7:00 A.M. (BST) on 30 September 2010.
Transactions in the Company's Shares and Depository Interests following
Delisting
Following the Delisting, there will be no market facility for dealing in the
ordinary shares or depository interests and no price will be publicly quoted for
the depository interests or ordinary shares. As such, interests in ordinary
shares or depository interests are unlikely to be readily capable of sale and
where a buyer is identified, it will be difficult to place a fair value on any
such sale. While there can be no guarantee that shareholders or depository
interest holders will be able to sell any shares or depository interests, any
shareholder or depository interest holder seeking to do so should contact the
Company in writing at 3340 West Market Street, Fairlawn, Ohio 44333 U.S.A.,
attention Raymond Hexamer, CEO. The Company Secretary will then be able to
advise as to whether the Board is aware of any prospective buyers for any
ordinary shares or depository interests which the holder thereof wishes to sell
at that time.
General Shareholders Meeting
A circular containing a notice of the General Meeting of the Company to be held
at the offices of the Company at 3340 West Market Street, Fairlawn, Ohio 44333,
U.S.A., at 3:00 PM (BST) on 20 September 2010 is being sent to shareholders and
holders of depository interests today. A copy of the circular will shortly be
available from the Company's website at www.firstcomm.com or will otherwise be
available from the Company's offices as listed above.
Inquiries:
First Communications, Inc.
Raymond Hexamer, Chief Executive Officer Tel: +1 (330) 835-2442
Joseph Morris, President Tel: +1
(330) 835-2472
This information is provided by RNS
The company news service from the London Stock Exchange
END
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