Notice of EGM
Trifast PLC
21 September 2005
Issued by Citigate Dewe Rogerson Ltd, Birmingham
Date: Wednesday, 21 September 2005
IMMEDIATE RELEASE
Trifast plc
Notice of Extraordinary General Meeting, Circular relating to
the proposed acquisition by Trifast plc of Serco Ryan Limited and
summary timetable of principal events
Extraordinary General Meeting
Further to the announcement on 20 September 2005 regarding the acquisition of
Serco Ryan Limited and the Placing and Open Offer, Trifast plc (the "Company")
confirms that a Circular (incorporating a prospectus) has today been sent to
Shareholders, which inter alia, contains a notice convening an Extraordinary
General Meeting of the Company (to be held at Trifast House, Bellbrook Park,
Uckfield, East Sussex TN22 1QW at 11.00 a.m. on 13 October 2005) to approve the
Acquisition and certain amendments to the Company's articles of association.
A copy of the Circular has been filed with the Financial Services Authority and
is available for inspection at the offices of the Company (at Trifast House,
Bellbrook Park, Uckfield, East Sussex TN22 1QW), at the offices of Arden
Partners Limited (at Nicholas House, 3 Lawrence Pountney Hill, London EC4R 0EU),
the offices of Charles Russell LLP (at 8-10 New Fetter Lane, London EC4A 1RS)
and at the Financial Services Authority's document viewing facility (at 15 The
North Colonnade, Canary Wharf, London E14 5HS).
Summary timetable of principal events
Set out below is the summary timetable of principal events in relation to the
Acquisition and the Placing and Open Offer:
2005
Latest time and date for receipt of Forms of Proxy
for the EGM 11.00 a.m. on 11 October
Latest time and date for receipt of completed
Application Forms and payment in full under the
Open Offer or settlement of relevant
CREST instructions (as appropriate) 11.00 a.m. on 12 October
Extraordinary General Meeting 11.00 a.m. on 13 October
Completion of the Acquisition
(subject only to escrow arrangements) 13 October
Dealings in Placing and Open Offer Shares commence 8.00 a.m. on 17 October
CREST stock accounts credited with Placing and
Open Offer Shares in uncertified form 17 October
Share certificates for Placing and Open Offer Shares
in certified form despatched by 31 October
Each of the times and dates in the above timetable may be subject to change.
Enquiries:
Trifast plc Citigate Dewe Rogerson
Jim Barker, Chief Executive Fiona Tooley
Stuart Lawson, Group Finance Director Tel: +44(0)121 455 8370
Tel: +44 (0)1825 747200 Mobile: +44 (0)7785 703523
Website: www.trifast.com
N M Rothschild & Sons Limited
Ravi Gupta
Tel: +44 (0)20 7280 5000
Arden Partners Limited
Richard Day
Tel: +44 (0)20 7398 1632
This announcement has been approved for the purposes of Section 21 of the
Financial Services and Markets Act 2000 by N M Rothschild & Sons Limited.
N M Rothschild & Sons Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting exclusively for Trifast
plc in connection with the Acquisition and is neither advising nor treating as a
client any other person and will not be responsible to anyone other than Trifast
plc for providing the protections afforded to clients of N M Rothschild & Sons
Limited nor for providing advice in relation to the Acquisition.
Arden Partners Limited, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively for Trifast plc in
connection with the Placing and Open Offer. Arden Partners Limited will not be
responsible to anyone other than Trifast plc for providing the protections
offered to clients of Arden Partners Limited nor for providing advice in
relation to the Placing and Open Offer.
Neither the Placing nor the Open Offer is being made, directly or indirectly, in
or into, or by use of the mails, or by any means or instrumentality (including,
without limitation, facsimile transmission, internet, email, telex or telephone)
of interstate or foreign commerce, or of any facility of a national securities
exchange, of the United States, Canada, Australia, Japan or the Republic of
Ireland and neither can be accepted by any such use, means instrumentality or
facility or from within the United States, Canada, Australia, Japan or the
Republic of Ireland.
Neither the Placing nor the Open Offer constitutes an offer of securities for
sale, or the solicitation of an offer to buy securities in the United States and
the new Ordinary Shares to be issued pursuant to the Placing and the Open Offer
have not been and will not be registered under the United States Securities Act
of 1933, or under the laws of any state, district or other jurisdiction of the
United States or of Canada, Australia, Japan or the Republic of Ireland and no
regulatory clearances in respect of new Ordinary Shares have been or will be,
applied for in any jurisdiction. Accordingly, unless an exemption under the US
Securities Act of 1933 or other relevant securities laws is applicable, the new
Ordinary Shares are not being, and may not be offered, sold, resold, delivered
or distributed, directly or indirectly, in or into the United States or Canada,
Australia, Japan or the Republic of Ireland or to, or for the account or benefit
of, any US person or person resident in Canada, Australia, Japan or the Republic
of Ireland.
This information is provided by RNS
The company news service from the London Stock Exchange