Replacement Result of General Meeting
20 Julio 2009 - 6:08AM
UK Regulatory
TIDMFFG
RNS Number : 9503V
Freedom4 Group PLC
20 July 2009
Amendment to the announcement Result of General Meeting, RNS Number 9404V,
issued at 10.51am - in the fourth bullet point the wording "at 2p" has been
changed to "of 2p".
20 July 2009
Freedom4 Group plc
Result of General Meeting and Transaction Update
On 1 July 2009, Freedom4 Group plc (the "Company") announced that it had
conditionally agreed to acquire Daisy Communications Ltd, the SME value-added
reseller, and the Vialtus Assets, the mid-market managed solutions provider,
("the Acquisitions"), in conjunction with a proposed Placing to raise up to
GBP83 million. The Acquisitions constitute a reverse takeover of the Company
under the AIM Rules and were therefore subject to shareholder approval at a
General Meeting convened today.
The Board of Freedom4 Group plc is pleased to announce that, at the General
Meeting held earlier today, all resolutions proposed were duly passed.
Shareholders have approved, inter alia:
* A share consolidation on the basis of 1 Consolidated Ordinary Share of 2.0p each
for every 20 Unconsolidated Ordinary Shares of 0.1p
* Acquisition of the entire issued capital of Daisy for GBP30 million in cash,
with the issue to Daisy Vendor and Daisy Optionholders of 63,750,000
Consolidated Ordinary Shares, valued at GBP51.0 million
* Acquisition of the Vialtus Assets for GBP13 million in cash and the issue of
36,250,000 Consolidated Ordinary Shares, valued at GBP29 million
* The allotment of 103,750,000 shares of 2p each in relation to the proposed
placing of GBP83m, conditional upon admission
* A change of the Company's name to Daisy Group plc. Freedom4 Group plc will be
renamed Daisy Group plc, with AIM symbol DAY.L, and the ISIN number will be
GB00B61G9L20
The authorised share capital will be increased by 300,000,000 Consolidated
Ordinary Shares in order to accommodate the share allotments for the
Acquisitions, the Placing and any future allotments.Application has been made to
the London Stock Exchange for admission of the Enlarged Share Capital of
255,493,395 Consolidated Ordinary Shares of 2p to trading on AIM. The Admission
will become effective and trading will commence at 8.00am on 21 July 2009. The
total number of shares in issue, and total voting rights, immediately following
Admission will be 255,493,395.
For further information including defined terms included in this announcement,
the Company's admission document can be found at www.daisyplc.com
-ends-
For further details, contact:
+--------------------------------------------------+---------------------+
| Freedom4 Group plc | Tel: 020 7766 6909 |
| Peter Dubens, Non-Executive Chairman | |
| Stewart Porter, Chief Financial Officer | |
| | |
+--------------------------------------------------+---------------------+
| Daisy Communications Limited | Tel: 01282 607785 |
| Matthew Riley, Chief Executive Officer | |
| Katharine Butler, PR Executive | |
| | |
+--------------------------------------------------+---------------------+
| Liberum Capital Limited | Tel: 020 3100 2220 |
| Steve Pearce | |
| Tom Fyson | |
| | |
+--------------------------------------------------+---------------------+
| Financial Dynamics | Tel: 020 7831 3113 |
| Juliet Clarke / Ed Bridges / Erwan Gouraud | |
+--------------------------------------------------+---------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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