Terrace Hill Group PLC Result of General Meeting (1017H)
May 14 2014 - 6:47AM
UK Regulatory
TIDMTHG
RNS Number : 1017H
Terrace Hill Group PLC
14 May 2014
THIS ANNOUNCEMENT AND THE INFORMATION HEREIN IS RESTRICTED AND
IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, OUTSIDE OF THE UNITED KINGDOM,
INCLUDING IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF
SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND
INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY SECURITIES
REFERRED TO IN THIS ANNOUNCEMENT EXCEPT ON THE BASIS OF INFORMATION
CONTAINED IN THE PROSPECTUS.
This announcement is for information purposes only and shall not
constitute an offer to sell or issue or the solicitation of an
offer to buy, subscribe for or otherwise acquire any new ordinary
shares of Terrace Hill Group plc in any jurisdiction in which any
such offer or solicitation would be unlawful.
Terrace Hill Group plc (the "Company")
(to be re-named Urban&Civic plc)
Result of General Meeting, notice of cancellation of trading on
AIM and move to the Official List and the Main Market
Further to the announcements made on 28 April 2014 in respect of
the proposed acquisition of Urban&Civic and the Placing to
raise GBP170 million, the Company is pleased to announce that, at
the General Meeting of the Company held at 09.00 a.m. today, the
Special Resolution, set out in the notice of meeting included
within the Circular published on 28 April 2014, was duly passed by
the requisite majority on a poll:
Votes for % votes Votes against % votes against Votes withheld
for
------------ -------- -------------- ---------------- ---------------
168,669,073 99.841 267,027 0.159 1,812
------------ -------- -------------- ---------------- ---------------
Defined terms used in this announcement have the same meanings
as in the Circular referred to above.
Cancellation of trading on AIM:
Trading in the Existing Ordinary Shares of the Company on AIM
will be cancelled after the close of trading on 21 May 2014.
Employee Offer:
Valid applications for, in aggregate, 659,967 Consolidated
Shares were received under the Employee Offer. All of such
applications will be met in full.
Timetable:
The record date for the Share Consolidation is 6.00pm on 21
May.
Completion of the Acquisition and Admission to the Official List
and the Main Market (including the Employee Shares) are expected to
take place on 22 May 2014.
Enquiries:
Terrace Hill Group plc 020 7631 1666
Philip Leech
Jon Austen
Oriel Securities 020 7710 7600
(Nominated adviser to Terrace Hill and Joint Bookrunner to the
Enlarged Group)
Mark Young
David Arch
FTI Consulting 020 3727 1000
(Financial Public Relations advisor)
Richard Sunderland
Stephanie Highett
Nick Taylor
Will Henderson
THE MATERIAL SET FORTH IS FOR INFORMATIONAL PURPOSES ONLY AND IS
NOT INTENDED, AND SHOULD NOT BE CONSTRUED, AS AN OFFER OF
SECURITIES FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION.
SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT
REGISTRATION OR AN EXEMPTION FROM REGISTRATION. THE SECURITIES OF
THE COMPANY DESCRIBED HEREIN HAVE NOT BEEN AND WILL NOT BE
REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE
"SECURITIES ACT"), OR THE LAWS OF ANY STATE OF THE UNITED STATES OR
ANY JURISDICTION THEREOF, AND MAY NOT BE OFFERED, SOLD, RE-SOLD,
TRANSFERRED OR DELIVERED, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES, ABSENT REGISTRATION OR PURSUANT TO AN EXEMPTION
FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION
REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH THE
SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION IN THE UNITED
STATES.
The 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. Failure to comply with any
such restrictions may constitute a violation of the securities laws
of any jurisdiction.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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