9 July 2012
LONGSHIPS PLC
("Longships or the "Company")
Posting of Circular to Shareholders
Issue of Shares
Posting of Circular
Further to its announcement on 4 July 2012, Longships is pleased to announce that it has today despatched a circular (the "Circular") to shareholders of the Company containing, inter alia, details of:-
(a) the proposed subscription by the Company of £2,308,100 in cash for 4,616,200 new ordinary shares in Praetorian Resources Limited (with 2,308,100 subscription shares in Praetorian Resources Limited attached) (the "Subscription"); and
(b) the proposed transfer, following completion of the Subscription, to shareholders of the Company of all of the Company's holding of such shares in Praetorian Resources Limited ("Praetorian Resources Securities") by way of a return of capital involving an issue of B Shares which will then (subject to approval of the High Court) be cancelled in exchange for the Company transferring to shareholders its holding of such Praetorian Resources Securities (the "B Share Scheme").
The Circular also contains notice of the general meeting of the Company convened to be held at 10:00 a.m. on Friday, 27 July 2012 (the "General Meeting"), including resolutions to approve the Subscription, the B Share Scheme, the Company's ongoing investing policy and ongoing share capital authorities for the Directors.
A copy of the Circular is available on the Company's website at www.longshipsplc.com.
Unless the context otherwise requires, terms defined in the Circular have the same meanings in this announcement.
Timetable
The following indicative timetable sets out expected dates for completion of the Subscription and implementation of the B Share Scheme:-
Event |
Time and/or date |
Admission of Praetorian Resources Ordinary Shares and Praetorian Resources Subscription Shares to trading on AIM |
8.00 a.m. on 9 July 2012 |
Despatch of Circular to shareholders of the Company |
9 July 2012 |
Latest time for receipt of Forms of Proxy for the General Meeting |
10.00 a.m. on 25 July 2012 |
Date and time of the General Meeting |
10.00 a.m. on 27 July 2012 |
Completion of Subscription |
27 July 2012 |
High Court directions hearing |
9 August 2012 |
Record Time for entitlement to B Shares |
6.00 p.m. on 16 August 2012 |
B Shares issued |
21 August 2012 |
High Court hearing to confirm Capital Reduction |
22 August 2012 |
Effective date of cancellation of B Shares |
23 August 2012 |
Effective date of transfer of Praetorian Resources Securities from the Company into the names of Shareholders |
23 August]2012 |
Crediting of CREST accounts of Shareholders in respect of Praetorian Resources Securities to be held in uncertificated form |
23 August 2012 |
Despatch of share certificates in names of Shareholders for Praetorian Resources Securities to be held in certificated form |
by 30 August 2012 |
AIM Admission of Praetorian Resources Limited
As anticipated in the Company's announcement on 4 July 2012, all of the issued ordinary shares and subscription shares of Praetorian Resources Limited were admitted to trading on AIM at 8:00 a.m. today. Completion of the Company's own subscription for the 4,616,200 new ordinary shares in Praetorian Resources Limited (with the 2,308,100 new subscription shares in Praetorian Resources Limited attached) is now subject only to the approval of the Subscription by the independent shareholders of the Company at the General Meeting.
Further information on Praetorian Resources Limited, including its AIM Admission document, is available on Praetorian Resources Limited's website www.praetorianresources.com.
Issue of Ordinary Shares
For the purpose of facilitating the B Share Scheme, 98 ordinary shares of £0.01 have today been allotted and issued to the Company secretary (Ross Ainger) at 13 pence per share in cash. The total number of ordinary shares of the Company in issue is therefore now 23,080,100.
Enquiries:
Longships PLC |
+44 20 7269 7680 |
Nathan Steinberg, Director |
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Westhouse Securities (Nominated Adviser) |
+44 20 7601 6100 |
Richard Baty / Petre Norton |
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