Business
Capital Reorganisation & Post
Capital Reorganisation & Post.
About this update from Aeorema Communications Plc
[{"type":"text","content":"\n RNS Number : 4135T Cheerful Scout PLC 04 June 2009 \n \nCheerful Scout Plc / Index: AIM / Epic: CLS / Sector: Media\n4 June 2009\nCheerful Scout Plc ('Cheerful' or 'the Company')\n\nCapital Reorganisation and Posting of General Meeting Circular\n\nCheerful Scout Plc, the AIM-traded multi media specialist has today posted to shareholders a circular convening a General Meeting of the Company to approve a proposed consolidation and subdivision of share capital and approve a waiver of the obligation under Rule 9 of the City Code on Takeovers and Mergers.\n\nThe Company currently has approximately 475 Shareholders, almost 90 per cent. of whom hold fewer than 12,500 Ordinary Shares. By undertaking the Capital Reorganisation the Board believe that certain of the costs inherent in maintaining a register of this size will be reduced and an exit will be provided to small Shareholders whose holdings will be acquired by the Company. The Board considers that it is in the interests of the Company and its Shareholders to reorganise the Company's share capital in such a way as to provide a cash payment per Ordinary Share, free of dealing charges, for their entire shareholding to all holders of fewer than 12,500 Ordinary Shares. \nAs a result of the Capital Reorganisation, Peter Litten, a Director of Cheerful, will have an interest in approximately 52.38 per cent. of the Reorganised Share Capital. Completion of the Capital Reorganisation will trigger an obligation on Peter Litten to make a mandatory offer under Rule 9 of the Code for all of the New Ordinary Shares in issue and not held by him. Cheerful has obtained a Waiver 'Whitewash' from the Takeover Panel removing the requirement for Peter Litten to make a general offer for the remaining shares in Cheerful which he does not own. The Directors are therefore seeking independent Shareholders' approval, by the proposal of the Waiver Resolution to be taken on a poll, for a waiver to be granted by the Panel from the obligations that would otherwise apply to Peter Litten under Rule 9 of the Code resulting from the Capital Reorganisation to make a mandatory offer under Rule 9 of the Code for the remaining New Ordinary Shares in issue. \nCapital Reorganisation\nAs a result of the Capital Reorganisation: (i) the Consolidation will consolidate the Company's share capital; (ii) ...