For Immediate Release
3 December 2014
C A Sperati plc
("CAS" or the "Company")
Result of General Meeting and Completion of Disposal
The Company is pleased to announce that at the General Meeting held earlier today all the resolutions were duly passed.
The first resolution approved the sale of the Company's Existing Business and Assets to the BFS Buttons Limited (the "Disposal").
The Company will today receive the consideration, which is payable on Completion of £10,000. Any consideration due in relation to the Additional Sum will be paid in accordance with the terms of the Sale Agreement by 10 December 2015.
The Disposal, which will be completed by close of business today, constitutes a fundamental change of business of the Company under Rule 15 of the AIM Rules and the Company will therefore trade as an Investing Company from tomorrow morning. The Investing Policy was also approved by Shareholders at the General Meeting today.
As an Investing Company, the Company will be required to make an acquisition or acquisitions which constitute a reverse takeover under the AIM Rules or otherwise implement its Investing Policy within 12 months, failing which, the Company's Ordinary Shares would then be suspended from trading on AIM. If the Company's Investing Policy has not been implemented within 6 months of suspension from trading on AIM, the Ordinary Shares would be cancelled and the Directors will convene a general meeting of the Shareholders to consider whether to continue seeking investment opportunities or to wind up the Company and distribute any surplus cash back to Shareholders.
The grant of Options, to the members of the Board was approved today and have therefore been granted as follows:-
Number of Options granted to each Director |
Price |
Exercise dates |
482,087 |
4p |
3 December 2015, being the first anniversary of grant until 3 December 2024, being the tenth anniversary of grant |
88,054 |
3.00p* |
3 December 2015, being the first anniversary of grant until 3 December 2024, being the tenth anniversary of grant |
570,141 |
3.00p* |
3 December 2016, being the second anniversary of grant until 3 December 2024, being the tenth anniversary of grant |
570,141 |
3.00p* |
3 December 2017, being the third anniversary of grant until 3 December 2024, being the tenth anniversary of grant |
*being the average closing mid-market price of the Ordinary Shares traded on AIM for the preceding 30 business days the day before grant.
The Board looks forward to updating Shareholders in due course regarding completion of the Change of Name and of developments within the Investing Policy and in particular with the Investment.
All defined terms used in this announcement are as per the definitions table contained at the end of the Appendix to the Company's announcement dated 12 November 2014.
For further information please contact:
C A Sperati plc |
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Jason Drummond, Executive Chairman |
Tel: 0207 148 3008 |
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Beaumont Cornish Limited (Nominated Adviser & Joint Broker) |
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Roland Cornish |
Tel: 0207 628 3396 |
Emily Staples |
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Peterhouse Corporate Finance (Joint Broker) |
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Lucy Williams |
Tel: 020 7469 0936 |
