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Vindon HealthcarePlc (VDN)

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Friday 27 September, 2013

Vindon HealthcarePlc

Directorate Change, Settlement of Consideration

RNS Number : 1333P
Vindon Healthcare Plc
27 September 2013



("Vindon" or the "Company")


Directorate Change, Settlement of Consideration and Suspension from Trading on 1 October 2013

The recommended cash offer by Source BioScience to acquire the entire issued and to be issued share capital of Vindon became unconditional in all respects on 17 September 2013.  As a result of the Offer for Vindon by Source BioScience, and as anticipated in the Offer Document, the Company announces the resignation of the two non-executive directors, Richard Hughes and Martin Burrill, with immediate effect.

On 18 September 2013 it was further announced that the Offer for Vindon Shares will be closed to further acceptances with effect from 2 October 2013 and that Source BioScience had implemented the "squeeze out" procedure available to it under the Companies Act 2006, to compulsorily acquire all of the outstanding Vindon Shares which it does not already hold or has not already acquired, contracted to acquire or in respect of which it has not already received valid acceptances. As at 26 September 2013, the number of outstanding Vindon Shares was 3,355,960, representing 3.8% of the issued share capital of Vindon.

Settlement of the consideration to which any Vindon Shareholders (or, in the absence of any contrary direction as specified in the Offer Document, the first named shareholder in the case of joint shareholders) are entitled under the Offer will be effected (in the manner set out in paragraph 20 of Part II of the Offer Document) in the case of acceptances received, complete in all respects, after 13 September 2013 but on or before 2 October 2013, within 14 days of such receipt. Non-assenting shareholders who do not accept the Offer by 2 October 2013 will not receive payment until after compulsory purchase has been implemented on 30 October 2013.

Vindon Shareholders who hold shares in certificated form, but who have been unable to locate their original share certificate, are urged to contact the Company's registrars: Neville Registrars Limited, Neville House, 18 Laurel Lane, Halesowen B63 3DA or on +44 (0)121 585 1131.

Vindon announced on 18 September 2013 that it has applied to the London Stock Exchange for the cancellation of admission to trading of Vindon Shares on AIM and it is currently anticipated that cancellation will take effect from 07.00 on 16 October 2013.

Reflecting the application to cancel the trading of Vindon Shares and the announced intention of Source BioScience to "squeeze-out" any remaining non-assenting Vindon Shareholders, Vindon does not intend to provide any further trading updates.

Vindon will not be able to meet the reporting requirements of AIM Rule 18 and, in these circumstances, admission to trading in Vindon Shares will be suspended from 7.30.a.m. on 1 October 2013. Suspension will continue until the cancellation of admission on 16 October 2013.



Vindon Healthcare plc

Liam Ferguson  (Chairman)

Jon Scopes (Finance Director)


01706 716710

WH Ireland Limited

Dan Bate (Nominated Adviser)


0161 832 2174


This information is provided by RNS
The company news service from the London Stock Exchange

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