Metrodome Group PLC Proposed cancellation of admission to AIM (9559F)
31 Maggio 2013 - 8:00AM
UK Regulatory
TIDMMRM
RNS Number : 9559F
Metrodome Group PLC
31 May 2013
Metrodome Group plc ("Metrodome" or the "Company")
Proposed cancellation of admission to trading on AIM of the
Ordinary Shares
Metrodome (AIM: MRM) announces its intention to seek shareholder
approval for the cancellation of the admission of its ordinary
shares ("Ordinary Shares") to trading on AIM ("Cancellation").
The Directors of Metrodome (the "Directors") have concluded,
after discussions with certain of the Company's shareholders
("Shareholders") and advisors, that the Cancellation is in the best
interests of the Company and its Shareholders.
To enable Shareholders to buy and sell Ordinary Shares,
Metrodome plans to put in place a private trading facility in due
course after Cancellation. The Cancellation is conditional upon the
approval of a resolution by no less than 75 per cent. of the votes
cast by Shareholders at the Annual General Meeting ("AGM") to be
held at 11.am on Wednesday 25 June 2013 ("Resolution"). Subject to
the Resolution being passed at the AGM, it is anticipated that
trading in the Ordinary Shares on AIM will cease at close of
business on 2 July 2013. The proposed date for the Cancellation
taking effect is 3 July 2013.
A notice convening the AGM and an accompanying letter from the
Chairman ("the Circular") will be posted to Shareholders today and
will be available on the Company's website shortly. The information
in this announcement has been extracted from the Circular without
material adjustment.
Background and reasons for the Cancellation
Following careful consideration, the Directors have concluded
that it is no longer in the best interests of the Company nor its
shareholders to maintain its admission to AIM nor to remain a
public limited company. In reaching the decision, the Directors
considered the following factors:
-- the significant costs associated with its admission to AIM
(such as the requirement for a public company board, professional
fees and London Stock Exchange costs);
-- the disproportionate amount of senior management time devoted
to ensuring compliance with the AIM Rules and regulatory
requirements, including but not limited to, reporting, disclosure
and corporate governance requirements;
-- that admission to AIM no longer serves as a useful function
for the Company in terms of providing access to capital nor
enabling the Company's Ordinary Shares to be used as currency to
effect acquisitions, although the Directors acknowledge the benefit
to shareholders of having a public market in the Ordinary Shares;
and
-- the lack of liquidity in trading of the Company's Ordinary Shares.
As a result of the Cancellation and re-registration of the
Company as a private company, the Directors believe that the
Company would benefit from substantial cost savings and provide
management with more time to carry out the Company's strategy.
Recommendation
The Directors consider that all the proposals to be considered
at the AGM are in the best interests of the Company and its
Shareholders as a whole. Accordingly, the Directors unanimously
recommend that you vote in favour of all the proposed resolutions
as each of the Directors intends to do in respect of their own
beneficial holdings.
Expected timetable of principal events
Posting of the Circular and Notice of AGM 31 May 2013
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Record date 6.00 pm 21 June 2013
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Latest time and date for receipt of completed 11.00 am 21 June 2013
Forms of Proxy in respect of the AGM
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Metrodome AGM 25 June 2013
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Expected last day of dealings on AIM 2 July 2013
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Cancellation becomes effective 7.00 am 3 July 2013
---------------------------------------------- ----------------------
Each of the times and dates in the above timetable is subject to
change. If any of the above times and/or dates change, the revised
times and dates will be notified to Shareholders by an announcement
through a regulatory information service.
Enquiries:
Metrodome Group plc
Mark Webster / Deborah Brown Tel: 020 7535 7300
Charles Stanley Securities
Dugald J. Carlean / Karri Vuori Tel: 020 7953 6000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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