NewMedia SPARK PLC
5 March 2002
5th March 2002
Results of EGM and Separate General Meeting of Warrant Holders of
NewMedia SPARK plc
At an extraordinary general meeting of NewMedia SPARK plc ('the Company') and a
separate general meeting of the holders of warrants to subscribe for shares in
the capital of the Company on the terms of a warrant instrument dated 27 June
2000 and a supplemental warrant instrument dated 30 October 2000 ('New SPARK
Warrants') held yesterday, resolutions were passed to enable the Company to
proceed with the reduction of its issued share capital and its share premium
account. The proposal to reduce the Company's share capital and share premium
account has arisen, in part, as a result of the acquisition by the Company of
GlobalNetFinancial.com Inc ('GlobalNet') which is a holder of 26,399,973 shares
in the Company ('the GlobalNet SPARK Shares'). It was announced at the time of
the acquisition that these shares would be cancelled in due course for the
resultant benefit to all shareholders of the increased asset value per share.
The GlobalNet SPARK Shares were valued at £3,431,996.49 in aggregate based on
the closing middle market quotation of a share in the capital of the Company of
13p per share on 5 February 2002, being the last practicable business day prior
to publication of the circular despatched to shareholders in respect of these
reductions of capital.
The Company proposes to pay a consideration equal to the valuation of the
GlobalNet SPARK Shares to GlobalNet on the cancellation of the GlobalNet SPARK
Shares and the reduction of share premium account. This will serve to reduce
the existing inter-company loan of £818,005 owed by GlobalNet to the Company to
nil, with the balance of £2,613,991.49 being paid to GlobalNet by the Company
or being left outstanding as an intercompany loan from GlobalNet to the Company.
At the same time as resolving to cancel the GlobalNet SPARK Shares, the Company
passed a resolution to further reduce its share premium account by the extent of
the deficit on the profit and loss account as at 31 December 2001 (£60.98m).
Although there are no current intentions to start paying dividends to
Shareholders the Board believes it is now appropriate to cancel this deficit in
order to restructure the Company's balance sheet to more accurately reflect the
reality of the Company's financial and trading position.
Additional copies of the circular to shareholders are available on request from
the Company's offices or can be downloaded from the Company's website at
www.newmediaspark.com
A petition will now be submitted to the High Court, pursuant to the Companies
Act 1985, to seek an order confirming the reductions of capital as set out
above. Once such an order has been registered by the Registrar of Companies, the
share capital and share premium account will be reduced accordingly and the
payments to and from GlobalNet as referred to above will be effected.
For further information, please contact:
Joel Plasco, NewMedia SPARK +44 (0)207 851 7777
This information is provided by RNS
The company news service from the London Stock Exchange
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