Mediwatch PLC Cancellation and Scheme Effective (6053Y)

TIDMMDW

RNS Number : 6053Y

Mediwatch PLC

27 January 2014

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY RESTRICTED JURISDICTIONS OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

Mediwatch plc

Scheme of Arrangement becomes Effective and Cancellation of admission of Mediwatch Shares to trading on AIM

27 January 2014

The Directors of Mediwatch are pleased to announce that the scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") to effect the recommended acquisition of Mediwatch by Laborie Medical Technologies Europe Limited ("Laborie") has now become effective in accordance with its terms following a hearing held earlier today when the High Court of Justice in England and Wales confirmed the reduction of capital in connection with the Scheme. The Court Order relating to the cancellation of the Deferred Shares has also been delivered to the Registrar of Companies along with the Court Orders sanctioning the Scheme and confirming the cancellation of the Scheme Shares.

Mediwatch is now a wholly owned subsidiary of Laborie and has been re-registered as a private limited company.

The admission to trading of Mediwatch Shares on AIM will be cancelled with effect from 7.00 a.m. (London time) tomorrow, 28 January 2014.

The consideration of 6 pence per Mediwatch Share to be paid to Mediwatch Shareholders pursuant to the terms of the Scheme is expected to be dispatched (in the case of certificated holders of Mediwatch Shares) or settled in CREST (in the case of uncertificated holders of Mediwatch Shares) no later than 10 February 2014.

Unless otherwise stated, capitalised terms used but not defined in this announcement have the same meanings as those in the Scheme Document published by Mediwatch on 29 November 2013.

Enquiries:

 
 Mediwatch                                         +44 (0) 1788 547 
  Mark Hughes, Chief Financial Officer                          888 
 SP Angel Corporate Finance LLP 
  (Financial adviser, nominated adviser and 
  broker to Mediwatch) 
  David Facey 
  Katy Birkin 
  Liz Yong                                     +44 (0) 20 3463 2260

Important Notice

This announcement is for information purposes only and does not constitute an offer to sell or an invitation to sell, purchase, subscribe for or issue any securities, or the solicitation of an offer to subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Acquisition or otherwise, nor shall there be any purchase, sale or exchange of securities or such solicitation in any jurisdiction in which such offer, solicitation, sale or exchange would be unlawful under the laws of such jurisdiction. Any response to the Acquisition or vote in respect of the Scheme should be made only on the basis of the information contained in the Scheme Document.

The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe, any applicable requirements. This announcement has been prepared for the purpose of complying with English law and the City Code and the 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 jurisdictions outside the United Kingdom.

Copies of this announcement and any formal documentation relating to the Acquisition are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any Restricted Jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction.

SP Angel Corporate Finance LLP, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively as financial adviser to Mediwatch and no one else in connection with the matters described in this announcement, and will not be responsible for anyone other than Mediwatch for providing the protections afforded to clients of SP Angel Corporate Finance LLP nor for providing advice in relation to the matters referred to in this announcement. Neither SP Angel Corporate Finance LLP nor any of its affiliates, partners or employees owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of SP Angel Corporate Finance LLP in connection with this announcement, any statement contained herein or otherwise.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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