28/01/2011
The board of ReGen announces that, at the general meeting held earlier today, all resolutions were duly passed.
As stated in the circular sent to shareholders on 12 January 2011, the passing of resolutions 3, 4 & 5 is dependent on receipt of a confirmation order from the High Court of Justice of England and Wales (the “Confirmation Order”) at a court hearing that is due to take place on 16 February 2011. A further announcement will be issued in due course.
Percy Lomax, Chairman, commented: “The Directors are delighted that shareholders have unanimously passed all resolutions. We are now looking forward to implementing the investment objectives of Alexander David Investments Plc following approval by the High Court.”
Subject to receipt of the Confirmation Order:
- the Company will be reclassified as an investing company pursuant to AIM Rule 15, under the terms of which the Company will have until 20 February 2012, being 12 months from the date on which the Demerger becomes effective, to implement its investment policy, as detailed in the aforementioned circular. Otherwise, trading in the Company’s shares would be suspended at 7:30 a.m. on 21 February 2012. The Company would remain provisionally suspended for six months, following which, if it would remain the case that the Company fails to undertake a reverse takeover or otherwise implement its investing policy, it would be proposed to cancel the admission of the Company’s shares with effect from 7:00 a.m. on 21 August 2012.
- the Company will be renamed Alexander David Investments Plc;
- David Scott and Michael Hicks will be appointed as directors of the Company; and
- Timothy Shilton, Martin Small and Peter Garrod will resign from the board.
For the avoidance of doubt, the timetable of future principal events with regard to the Demerger is as follows:
Last day of dealings in ReGen Ordinary Shares on AIM cum entitlement to participate in the Demerger
10 February 2011
Record Time for the purposes of determining the 6.00 p.m. on Shareholders entitled to participate in the Demerger and the grant of New Warrants
14 February 2011
Bonus Issue
15 February 2011
Court Hearing to confirm Reduction of Capital
16 February 2011
Reduction of Capital becomes effective
17 February 2011
Expected date of the Demerger
18 February 2011
Change of name of ReGen Therapeutics Plc to Alexander David Investments Plc
18 February 2011
CREST accounts credited with NewCo Shares
18 February 2011
Posting of share certificates for the NewCo Shares to certificated Shareholders
By 8 March 2011
Posting of warrant certificates for the New Warrants to Shareholders
By 8 March 2011
Definitions of all defined terms referred to above are available in the circular sent to shareholders on 12 January 2011, which is available at the Company’s website at www.regentherapeutics.com.
Enquiries:
ReGen Therapeutics Plc
Percy Lomax
+44 20 7153 4920
Cairn Financial Advisers LLP
Nominated Adviser
Liam Murray / Avi Robinson
+44 20 7148 7900
Alexander David Securities Limited
Broker
David Scott / Nick Bealer
+44 20 7448 9820