Notice of Special Meeting
Orad Hi-Tec Systems
01 May 2008
Orad Hi-Tec Systems
1 May 2008
Orad Hi-Tec Systems Ltd. ('Orad' or the 'Company')
Proposed Cancellation of Admission to Trading on AIM of the
Ordinary Shares of the Company
Notice of Special Meeting
Orad Hi-Tec Systems Limited (Symbol: OHT) announces that it has today posted a
circular to shareholders regarding the proposed cancellation of admission to
trading on AIM of the Ordinary Shares (of nominal value NIS 0.01 each) of the
Company (the 'Cancellation' or the 'Ordinary Shares' as appropriate), subject to
shareholder approval at a special meeting to be held at 11.00 a.m. (Israel time)
on Wednesday 4 June 2008 ('Special Meeting').
The circular (the 'Circular') gives shareholders details of, and seeks approval
for, the Cancellation. The Circular includes a notice of Special Meeting, at
which, a resolution will be proposed to effect the Cancellation. A copy of the
Circular is available on the Company's website at www.orad.tv
Shareholders are urged not to take any action until they have taken the
opportunity to consider the Cancellation in full as set out in the Circular.
The Cancellation is conditional upon the approval of not less than 75 per cent.
of the votes cast at the Special Meeting by shareholders of the Company (whether
present in person or by proxy) including a shareholder directed to vote by
holders of depositary interests in accordance with a validly submitted form of
direction.
Background to the Cancellation
The directors of the Company have applied to the London Stock Exchange plc (the
'Exchange') pursuant to Rule 41 of the AIM Rules to cancel (subject to the
passing of the resolution at the Special Meeting) the admission to trading on
AIM of the Ordinary Shares. In arriving at this decision, the Directors have
considered (1) the significant ongoing expenses associated with maintaining a
listing on AIM (in addition to its listing on Frankfurt's Wertpapierborse Prime
Standard ('WPS')), (2) the relative inactivity, in Ordinary Share trading volume
terms, of the AIM market, and (3) the lighter regulatory burden which would be
faced by the Company following the Cancellation. The Cancellation should,
therefore, result in the Company reducing its administrative cost burden.
Accordingly, the Directors believe that it is in the best interests of the
shareholders generally to seek Cancellation at the earliest opportunity. The
Company has separately notified the Exchange of its preferred date for the
Cancellation, being 12 June 2008.
Following Cancellation, the Ordinary Shares will not be listed on any publicly
quoted market in the UK. The Ordinary Shares, however, will continue to be
traded on the WPS segment of the Frankfurt Stock Exchange (with ticker symbol:
WKN 928634). The Ordinary Shares have been traded on the Frankfurt Stock
Exchange since 1999. The ISIN of the Company remains: IL0010838071.
If you are a holder of depositary interests, then within 90 days of receiving
notice from Capita IRG Trustees Limited ('CIRGT') of the termination of the
Depositary Agreement, you must request from CIRGT a 'CREST Withdrawal form' and
notify CIRGT to whom, within the Clearstream banking system, you wish to
transfer your Ordinary Shares. The Ordinary Shares may be transferred to
Clearstream Banking Frankfurt (CBF), Clearstream Banking Luxembourg (CBL) or
Euroclear (EC). If you do not have an account with any of the above, you should
contact a custodian bank like Deutsche Bank AG, Frankfurt (contact person: Ruth
Burgermeister, Domestic Custody Service, Deutsche Bank Frankfurt, Tel.: +49 (0)
69 910 63454, Fax: +49 (0)69 910 69817, email: ruth.buergermeister@db.com) in
order to set up custody services. If you do not send CIRGT notification to whom
to transfer your Ordinary Shares, then at the expiration of the 90 day
notification period, CIRGT shall sell your Ordinary Shares and send you the
proceeds after deducting expenses.
In accordance with Rule 41 of the AIM Rules for Companies, the Cancellation will
only take effect five (5) clear business days after shareholder approval for the
Cancellation has been obtained and once a dealing notice has been issued by the
Exchange. Accordingly, it is currently anticipated that the Cancellation will
take place with effect from June 12, 2008.
Enquiries:
ORAD Hi-Tec Systems Ltd +972 9 7676 862
Ehud Ben-Yair ehudb@orad.tv
C.F.O
Shore Capital
Graham Shore, London, UK +44 20 7408 4090
Edicto Investor Relations
Dr. Sonke Knop, Frankfurt Germany +49 608494859-1
About Orad
Founded in 1993, Orad is a world leader in TV production technology and is
rapidly increasing its position in the real time three dimensional graphic
markets. Orad's product line includes virtual studios, on-air graphics systems,
channel branding, virtual advertising, sports production solutions and hardware
for the Virtual Reality industry. Orad is a publicly traded company in the Prime
Standard on Frankfurt's Wertpapierborse Prime Standard and AIM Market of the
London Stock Exchange (symbol: OHT).
www.orad.tv
This information is provided by RNS
The company news service from the London Stock Exchange