Rank Group PLC
01 July 2005
Rank Announces Intention to Delist from NASDAQ
and Terminate ADR Programme and SEC Registration
The Rank Group Plc ('Rank' or the 'Company') announces its intention to delist
voluntarily from NASDAQ and to terminate its ADR programme. The Company also
intends to amend its Articles of Association to allow it to require US holders
of its ordinary shares to transfer their shares with a view to enabling the
Company to terminate its registration with the US Securities and Exchange
Commission ('SEC') and thereby suspend its SEC reporting and other applicable US
obligations, including compliance with the Sarbanes-Oxley Act of 2002.
Rank's reason for taking these actions is the increased costs of maintaining its
registration in the US and complying with SEC reporting and other applicable US
obligations. Having considered the costs and benefits of maintaining a NASDAQ
listing and SEC registration, Rank's Board believes that the burden and expense
of complying with SEC reporting and other applicable US obligations is out of
proportion to the benefits obtained by the Company and its shareholders as a
whole.
A proposal to amend Rank's Articles of Association to facilitate termination of
registration with the SEC and suspension of its SEC reporting and other
applicable US obligations will be considered at an Extraordinary General Meeting
of Rank's shareholders on 4 August 2005.
Rank ordinary shares will continue to be listed on the Official List of the UK
Listing Authority ('UKLA') and to be traded on the London Stock Exchange's
market for listed securities. The Company will also continue to be subject to
the listing rules, the prospectus rules and the disclosure rules made by the
UKLA, and to the Combined Code of Corporate Governance in the UK. Moreover, Rank
will continue to maintain its high standard of corporate governance.
Rank will be posting a circular to its shareholders (the 'Circular') on or
around 11 July 2005 explaining the proposed amendments to its Articles of
Association and the other matters outlined above and convening the Extraordinary
General Meeting of its shareholders to be held on 4 August 2005.
Copies of the Circular, containing the terms of the proposed amendments to the
Articles of Association and the notice convening the Extraordinary General
Meeting, will shortly be available for inspection at the UKLA's Document Viewing
Facility, which is situated at:
Financial Services Authority
25 The North Colonade
Canary Wharf
London E14 5HS
(Tel: 020 7676 1000)
Enquiries:
The Rank Group Plc Tel: 020 7535 8031
Mike Davies, Director of Investor Relations
Press Enquiries:
The Maitland Consultancy Tel: 020 7379 5151
Angus Maitland
This information is provided by RNS
The company news service from the London Stock Exchange
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