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Telephonetics PLC (TPH)

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Friday 09 July, 2010

Telephonetics PLC

Result of Meeting

RNS Number : 0921P
Telephonetics PLC
09 July 2010
 



Telephonetics plc ("Telephonetics" or the "Company")

 

9 July 2010

 

Result of Court and General Meetings

 

Further to the announcement made yesterday stating that, at both the court convened shareholders' meeting to approve the proposed scheme of arrangement and the general meeting held earlier today, all resolutions put to shareholders were duly passed, the Company confirms that:

 

At the Court Meeting held on 8 July 2010 the resolution was passed by the requisite majority (being a majority in number of those shareholders present and voting (in person or by proxy) at the meeting and representing not less than 75% of the nominal value of the ordinary shares voted at the meeting) as follows:

 


In favour

Against


No of holders

%

Votes

%

No of holders

%

Votes

%

By Proxy

40

87%

77,023,766

98.1%

3

6.5%

1,255,200

1.6%

In Person

3

6.5%

204,936

0.26%

0

0%

0

0%

Totals

43

93.5%

77,228,702

98.4%

3

6.5%

1,255,200

1.6%

 

The ordinary shares voted at the Court Meeting represent 70.5% of the total number of ordinary shares in issue.

 

At the General Meeting held on 8 July 2010 the special resolution was passed by the requisite majority (being a  majority representing not less than 75% of the nominal value of the ordinary shares voted at the meeting (in person or by proxy):

 


In favour

Against


No of holders

%

Votes

%

No of holders

%

Votes

%

By Proxy

39

86.7%

78,174,323

98.2%

3

6.7%

1,255,200

1.6%

In Person

3

6.7%

204,936

0.3%

0

0%

0

0%

Totals

42

93.3%

78,379,259

98.4%

3

6.7%

1,255,200

1.6%

 

Contacts:

 

Telephonetics                                                                          01442 242 242

James Ormondroyd, Finance Director

 

Brewin Dolphin                                                                        0845 213 4730

Neil Baldwin

Sean Wyndham-Quin

 

 

Dealing Disclosure Requirements

 

Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or  becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Telephonetics or Netcall PLC ("Netcall"), all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Telephonetics or Netcall, they will be deemed to be a single person for the purpose of Rule 8.3.

 

Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Telephonetics or of Netcall by Netcall or Telephonetics, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.

 

A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.

 

"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.

 

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.

 

 

 


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