Results of Rights Issues

RNS Number : 2802X

Northgate PLC

12 August 2009

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

12 August 2009

Northgate plc ('Northgate' or the 'Company')

RESULTS OF RIGHTS ISSUE

Northgate announces that on 11 August 2009, being the latest date for receipt of valid acceptances, it has received valid acceptances in respect of 1,175,346,765 New Ordinary Shares, representing approximately 97.5 per cent of the total number of New Ordinary Shares offered to Shareholders pursuant to the Rights Issue announced by Northgate on 10 July 2009.

It is expected that the New Ordinary Shares will commence trading fully paid on the London Stock Exchange's main market for listed securities at 8.00 a.m. on 12 August 2009.

It is expected that the New Ordinary Shares in uncertificated form will be credited to CREST accounts on 12 August 2009 and that definitive share certificates in respect of New Ordinary Shares in certificated form will be despatched by no later than 19 August 2009.

In accordance with the arrangements set out in Part III of the Rights Issue prospectus dated 10 July 2009 (the 'Prospectus'), RBS Hoare Govett and Oriel Securities, acting as Joint Bookrunners, will be seeking to procure subscribers for the remaining 30,133,685 New Ordinary Shares for which valid acceptances have not been received, failing which Rothschild, RBS Hoare Govett and Oriel Securities acting as Joint Underwriters have agreed severally to subscribe themselves for those New Ordinary Shares. A further announcement as to the number of New Ordinary Shares for which subscribers have been procured will be made in due course.

Contacts

For further information, please contact:

Northgate plc:	[phone]
Steve Smith, Chief Executive
Paul Tallentire, Deputy Chief Executive
Bob Contreras
Rothschild:	[phone]
David Forbes
Stephen Griffiths
RBS Hoare Govett:	[phone]
Andrew Foster
Stephen Bowler
Oriel Securities:	[phone]
Emma Ormond
David Arch
Hogarth Partnership:	[phone]
Andrew Jaques
Barnaby Fry
Anthony Arthur

DISCLAIMER

This announcement is an advertisement and not a prospectus and does not constitute an offer to sell, or a solicitation of an offer to subscribe for any securities being issued in connection with the Rights Issue (the 'Securities') in any jurisdiction in which such offer or solicitation is unlawful.  Investors should not subscribe for or purchase any New Ordinary Shares referred to in this announcement in connection with the Rights Issue except on the basis of the information contained the Prospectus. Nothing in this announcement should be interpreted as a term or condition of the Rights Issue.

These materials are not for distribution, directly or indirectly, in or into the United States, Australia, Canada, Japan, or South Africa. These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States or any Excluded Territory.

The Securities have not been and will not be registered under the US Securities Act of 1933, as amended (the 'US Securities Act') or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offer of any of the Securities in the United States.

The Securities have not been and will not be registered under the securities laws of Australia, Canada, Japan or South Africa and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an applicable exemption from and in compliance with any applicable securities laws. There will be no public offer in any of Australia, Canada, Japan or South Africa.

Neither the content of Northgate's website nor any website accessible by hyperlinks on Northgate's website is incorporated in, or forms part of, this announcement.

The distribution of this announcement or the Prospectus and/or the transfer of any of the Securities into jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Rothschild, RBS Hoare Govett and Oriel Securities, each of which is authorised and regulated in the United Kingdom by the FSA, are acting exclusively for the Company and no one else in connection with the Rights Issue and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Rights Issue and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Rights Issue or any matters referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed on Rothschild, RBS Hoare Govett and Oriel Securities by the FSMA, each of Rothschild, RBS Hoare Govett and Oriel Securities accepts no responsibility whatsoever for, and makes no representation or warranty, express or implied, in relation to, the contents of this announcement (including its accuracy, completeness or verification) or any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Securities or the Rights Issue. Each of Rothschild, RBS Hoare Govett and Oriel Securities accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability, whether arising in tort, contract or otherwise (save as referred to above), which it might otherwise have in respect of this announcement or any such statement.

Capitalised terms used, but not defined, in this announcement shall have the same meanings as given to them in the prospectus relating to the Rights Issue dated 10 July 2009 (the 'Prospectus').

 

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