Result of EGM

RNS Number : 1370E

Managed Support Services PLC

25 May 2012

 



Managed Support Services plc

(being renamed Kennedy Ventures Plc)

(the "Company")

Results of General Meeting and board changes

The board is pleased to announce that at the General Meeting of the Company and the Meeting of Creditors and Members held earlier today all resolutions were duly passed, consequently the Company has, inter alia:-

·      approved the capital reorganisation;

·      approved the disposal of its subsidiaries;

·      approved the CVA;

·      approved the investing policy, and

·      approved the Company's change of name to Kennedy Ventures Plc.

Placing

The Company is also pleased to announce that as a consequence of the approval of the resolutions at the General Meeting, Rivington Street Corporate Finance, the Company's brokers, completed a placing of 2,500,000,000 new ordinary shares in the Company at a price of 0.02p (raising £500,000 before expenses).

Full details of the Placing and sub-division were set out in a circular sent to shareholders on 8 May 2012.  Application has been made for the 2,500,000,000 new ordinary shares to be issued pursuant to the Placing and the 209,802,191existing ordinary shares for which the nominal value has been changed to 0.01p, to be admitted to trading on AIM.  No application will be made for the deferred shares to be admitted to AIM or any other exchange.  Admission and dealing is expected to occur at 8.00 a.m. on 28 May 2012.

Shareholders' CREST accounts will be amended at close of business today to reflect the change in nominal value of the ordinary shares. For shareholders who hold their ordinary shares in certificated form, no new share certificates will be issued to reflect the change in nominal value of the ordinary shares.  Existing share certificates will be valid and will continue to be accepted as evidence of title for the new ordinary shares of 0.01 pence each. 

Following the admission of the ordinary shares on 28 May 2012the Company's total issued share capital will be 2,709,802,191ordinary shares of 0.01p each.  This figure (2,709,802,191ordinary shares) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FSA's Disclosure and Transparency Rules.

Board changes

Following the completion of the General Meeting Rodney Mann, Simon Beart and Piers Wilson have resigned from the board and Peter Redmond and Christopher Yates have been appointed as directors of the Company with immediate effect.

Peter Redmond - Executive Director

Peter is an experienced corporate financier and has some 30 years' experience in corporate finance and venture capital. He has gained particular experience in the field of reverse takeovers and mergers. He became director of corporate finance at Durlacher Limited in 2003, then joined Merchant House Group PLC where he later became Chief Executive. He has been active in reconstructing a number of AIM companies which have subsequently acquired or established operating businesses. Reverse transactions on which he has acted include Weatherly International PLC and IGas Resources PLC, in both cases acting as a director both before and after the reverse. Currently, Peter is Chairman of Leed Resources PLC, which is an investment company on AIM and a director of Black Eagle Capital PLC, which is an investment company on PLUS.

Further disclosure on Mr Redmond pursuant to Schedule 2(g) of the AIM Rules is provided below.

Peter Redmond, age 63

Current Directorships / Partnerships	Past Directorships /Partnerships in last 5 years
Leed Resources PLC	Merchant Capital Limited
Blenheim Wind (UK) PLC	Merchant House Group PLC
Blenheim Energy Limited	Merchant House Finance Limited
Blenheim Wind & Biomass Limited	Island Gas Resources PLC (now Igas Energy PLC)
Renewable Power & Light Limited	Weatherly International PLC
	Petsome PLC
Citypoint Holdings PLC	Wind Ventures Limited
Renewable Power & Light PLC	BWA Group PLC
Fortfield Investments PLC	Westover Wines PLC
Devonshire Wind Projects Limited Black Eagle Capital PLC	Synigence PLC Bass Energy Pty (Australia)
Pires Investments PLC	Fenchurch Capital Limited

Mr Redmond was a director of BWA Group PLC, Bella Media PLC, Weatherly International PLC and Igas Energy PLC all of which have in the past been the subject of CVAs.  Mr Redmond joined the boards of the companies concerned in order to assist in the refinancing and reconstruction immediately after the CVAs had been put in place.  In all cases the CVAs were successfully completed.

Mr Redmond has joined the board of Pires Investments plc on 17 April 2012 as a director (formerly Oak Holdings plc). Pires Investments PLC undertook a CVA on 23 March 2012.

Christopher Yates - Non Executive Director

Christopher has been a corporate financier for nearly 30 years involved mainly with smaller quoted companies. He qualified as a chartered accountant in 1978 and, following a secondment to the London Stock Exchange, joined the corporate finance department of Laing & Cruickshank (which became Credit Lyonnais Securities). He worked on flotations, fund raisings, take-overs, acquisitions and disposals for small quoted companies including a number of investment companies. In January 2003 he joined Corporate Finance Partners Limited, a small corporate finance advisory firm of which he is still a director. In October 2010, he became finance director and company secretary of Oak Holdings plc. Following the termination of two critical agreements by a local authority, he worked through a CVA for that company which has become the investment company, Pires Investments plc and continues as director and company secretary. Christopher is a non-executive director of two unquoted companies, Culver Holdings plc and Phoenix Administration Services Ltd. From 1999 until 2006, he was a member of the Corporate Governance Committee of the Quoted Companies Alliance (and chairman between 2001 and 2006).

Further disclosure on Mr Yates pursuant to Schedule 2(g) of the AIM Rules is provided below.

Christopher Yates, age 58

Current Directorships / Partnerships	Past Directorships /Partnerships in last 5 years
Pires Investments PLC	Rother Valley Country Park Limited
Oak Heritage Limited	The Regent Organisation Limited
Oak Ventures Limited
Ringwood Town & Country Experience Limited
Rother Valley Steam Railway Limited
Time Afloat Limited
Yorkshire Entertainment Sensation Limited
Culver Holdings plc
Culver Limited
Corporate Finance Partners Limited
CFP Limited
Phoenix Administration Services Ltd

Christopher Yates is a Director of Pires Investments plc (formerly Oak Holdings plc) and was a director at the time a creditors voluntary arrangement was proposed by the directors and approved by creditors and shareholders.  He was also a director of a subsidiary of Pires Investments plc, Rother Valley Country Park Limited, which is in compulsory liquidation with an estimated shortfall of approximately £377,000.

The Directors of the issuer accept responsibility for this announcement.

--ENDS--

FOR FURTHER INFORMATION, PLEASE CONTACT:

Managed Support Services plc:
Peter Redmond		Tel: [phone]
Cenkos Securities plc:
Nick Wells / Stephen Keys		Tel: [phone]
Rivington Street Corporate Finance Limited:
Jon Levinson / Tom Stockton		Tel: [phone]

 

END

 

 

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