MAO Macro 4

 

TIDMMAO 
 
RNS Number : 4994M 
Unicom Systems, Inc. 
30 January 2009 
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART IN, INTO OR 
FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION 
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH 
JURISDICTION. 
 
 
Recommended Cash Offer 
For Macro 4 plc 
By UNICOM Systems, Inc. 
 
 
COMPULSORY ACQUISITION OF OUTSTANDING MACRO 4 SHARES 
 
Following the announcement of 5 January 2009 that the Offer had been declared 
wholly unconditional, the Board of UNICOM announces that, as at 3.00 p.m. 
(London time) on 29 January 2009, UNICOM has acquired or received valid 
acceptances under the Offer in respect of a total of 22,424,640 Macro 4 Shares, 
representing approximately 98.4 per cent. of the existing share capital of Macro 
4 (net of 284,831 Macro 4 Shares currently held in treasury). 
 
 
As valid acceptances in connection with the Offer, made by UNICOM, have been 
received in respect of more than 90 per cent. in value of  the Macro 4 Shares to 
which the Offer relates and in respect of more than 90 per cent. of the voting 
rights carried by all of the  Macro 4 shares to which the Offer relates, UNICOM 
will shortly send notices to non assenting Macro 4 Shareholders implementing the 
procedures set out in Chapter 3 of Part 28 of the Companies Act 2006 to 
compulsorily acquire those Macro 4 Shares which have not been assented to the 
Offer and which are still outstanding at the expiry of the requisite notice 
period. 
 
 
In the meantime, the Offer remains open for acceptance until further notice 
pursuant to the terms set out in the Offer Document. Copies of the Offer 
Document and the Form of Acceptance are available from Computershare Investor 
Services PLC by telephoning 0870 707 1133 or +44 870 707 1133 (if telephoning 
from outside the UK) between 9.00 a.m. and 5.00 p.m. on any London business day. 
A copy of the Offer Document is also available on Macro 4's website, 
www.macro4.com. 
 
 
Following the announcement by Macro 4 of 6 January 2009, Macro 4 has made an 
application to the Financial Services Authority for the cancellation of the 
listing of the Macro 4 Shares on the Official List. It is anticipated that the 
last day of dealings in Macro 4 Shares will be 3 February 2009, being not less 
than 20 business days after UNICOM acquired or agreed to acquire 75 per cent. of 
the voting rights attached to the Macro 4 Shares, and cancellation of the 
listing of Macro 4 Shares on the Official List and the trading of Macro 4's 
Shares on the London Stock Exchange's market for listed securities will take 
effect from 8.00 a.m. on 4 February 2009.Macro 4 Shareholders should note that 
cancellation is likely to reduce significantly the liquidity and marketability 
of Macro 4 Shares. Once cancellation has taken effect, Macro 4 Shareholders will 
no longer be able to effect transactions in Macro 4 Shares on market at the 
market price. Following cancellation, therefore, Macro 4 Shareholders will have 
to effect any further transactions in Macro 4 Shares off market at a price to be 
agreed between the relevant parties. 
 
 
Terms used in this announcement shall have the same meaning given to them in the 
Offer Document dated 12 December 2008, unless context requires otherwise. 
Enquiries: 
UNICOM Systems, Inc.                                Tel: +1 818 838 0606 
Corry S. Hong, President and Chief Executive Officer 
EPL Advisory LLP 
(financial adviser to UNICOM)                       Tel: +44 (0)77 4877 6433 
David Anderson 
 
 
EPL Advisory LLP, which is authorised and regulated in the United Kingdom by the 
Financial Services Authority, is acting exclusively for UNICOM and no one else 
in connection with the Offer and will not be responsible to anyone other than 
UNICOM for providing the protections afforded to its clients or for providing 
advice in relation to the Offer, the contents of the Offer Document or this 
announcement or any transaction or arrangement or other matter referred to 
herein. 
This announcement is not intended to and does not constitute, or form any part 
of an offer to sell or an invitation to purchase or subscribe for any securities 
or the solicitation of an offer to purchase or subscribe for any securities 
pursuant to the Offer or otherwise. The Offer is made solely through the Offer 
Document and (in respect of Macro 4 Shares held in certificated form) the Form 
of Acceptance, which together contain the full terms and conditions of the 
Offer, including details of how to accept the Offer. Any acceptance or other 
response to the Offer should be made only on the basis of the information 
contained in the Offer Document and (in respect of Macro 4 Shares held in 
certificated form) the Form of Acceptance. The Offer is subject to the 
applicable requirements of the City Code, the Panel, the London Stock Exchange 
and the Financial Services Authority. 
The release, publication or distribution of this announcement in jurisdictions 
other than the UK may be restricted by law and therefore any persons who are nor 
resident in the UK or who are subject to the laws of any jurisdiction other than 
the UK should inform themselves about, and observe, any applicable requirements. 
Any failure to comply with the applicable requirements may constitute a 
violation of the securities laws of any such jurisdiction. This announcement has 
been prepared for the purpose of complying with English law and the City Code 
and the information disclosed herein 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 UK. 
This Offer is not being and will not be made, directly or indirectly, in or into 
the United States or by use of the mails of, or by any means or instrumentality 
(including, without limitation, facsimile or other electronic transmission, 
telex or telephone) of inter-state or foreign commerce of, or any facility of, a 
national state or other securities exchange of, the United States, nor is it 
being nor will it be made directly or indirectly in or into Canada, Australia or 
Japan or any other jurisdiction if to do so would constitute a violation of the 
relevant laws of such jurisdiction and the Offer is not capable of acceptance by 
any such use, means, instrumentality or facility or from within the United 
States, Canada, Australia or Japan or any other such jurisdiction if to do so 
would constitute a violation of the relevant laws of such jurisdiction. 
Accordingly, copies of the Offer Document, the Form of Acceptance and this 
announcement are not being, will not be and must not be mailed or otherwise 
forwarded, distributed or sent in, into or from the United States, Canada, 
Australia or Japan or any other jurisdiction if to do so would constitute a 
violation of the relevant laws of such jurisdiction. Any persons (including 
without limitation custodians, nominees or trustees) receiving this announcement 
must not mail, forward, distribute or send it in, into or from the United 
States, Canada, Australia or Japan or any other jurisdiction if to do so would 
constitute a violation of the relevant laws of such jurisdiction. 
 
 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 CASCKCKNOBKDPDB 
 

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