Premier Farnell plc: Notice of Extraordinary General Meeting
10 Enero 2005 - 11:53AM
PR Newswire (US)
Premier Farnell plc: Notice of Extraordinary General Meeting LEEDS,
England, January 10 /PRNewswire-FirstCall/ -- The Company announces
that it is today posting to shareholders a circular containing
notice of an Extraordinary General Meeting of the Company to be
held on 9 February 2005. The circular proposes amendments to
Premier Farnell plc's (NYSE:PFP) articles of association to enable
the Company to terminate its reporting obligations under the US
Securities Exchange Act of 1934. Premier Farnell will only be able
to file for de-registration from the SEC once the number of US
Shareholders, whether holding directly or through nominees, falls
below 300 with respect to each of the Ordinary Shares and the
Preference Shares as separate classes. Consequently the circular
seeks shareholder approval for a new provision enabling the Board
to require Ordinary Shares or Preference Shares which are held by
US Shareholders to be sold to non-US persons. If the Board decides
to exercise the compulsory transfer power, it expects to apply the
power first to those US Shareholders with the smallest holdings of
Ordinary or Preference Shares in order to meet this requirement.
Thereafter, to avoid re-commencement of SEC reporting requirements,
the Board may require Ordinary and Preference Shares to be sold in
order to ensure that, at the beginning of each subsequent financial
year, the number of US Shareholders for each class of share remains
below 300. The Company has established that, on the basis of the
current numbers and holdings of US Shareholders and the termination
of the ADR programme announced on 9 December 2004, only a small
number of Ordinary Shares and Preference Shares would have to be
sold in order to bring the number of US Shareholders of each class
to below 300. A copy of the circular can be accessed on the
Company's website (http://www.premierfarnell.com/) and will shortly
be available for inspection at the UK Listing Authority's Document
Viewing Facility, which is situated at: Financial Services
Authority 25 The North Colonade Canary Wharf London E14 5HS Tel:
+44-207-676-1000 DATASOURCE: Premier Farnell Plc CONTACT: James
Garthwaite, Group Director, Communications, Premier Farnell plc,
+44-207-851-4100. Richard Mountain, Financial Dynamics (UK),
+44-207-269-7291. Andrew Saunders, Taylor Rafferty (NA),
+1-212-889-4350
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