Business
Court Sanction of Scheme of Arrangement
Court Sanction of Scheme of Arrangement.
About this update from Sysgroup Plc
[{"type":"text","content":"\n \nRNS Number : 9988F System C Healthcare plc 05 May 2011 \n \n\nNot for release, publication or distribution, in whole or in part, in or into any jurisdiction where to do so would constitute a violation of the relevant laws of that jurisdiction\n \n5 May 2011\n \nSystem C Healthcare plc\n \nCourt Sanction of Scheme of Arrangement\n \nRecommended cash offer by System C Healthcare plc (\"System C\" or the \"Company\") by McKesson UK Holdings Limited (\"McKesson UK\") a wholly owned subsidiary of McKesson Corporation (the \"Acquisition\")\n \n \nIn connection with the Scheme to effect the Acquisition, System C is pleased to announce that the Scheme was sanctioned by the Court on Wednesday 4 May 2011. \n \nThe boards of McKesson Corporation and System C announced on Thursday 3 March 2011 that under the terms of the Acquisition, Scheme Shareholders would be entitled to receive 70 pence in cash for each System C Share held at the Scheme Record Time, valuing the entire issued and to be issued share capital of System C at approximately £87.0 million. This was based on an issued share capital of 116,394,316 System C Shares and a fully diluted share capital of approximately 124,296,652 System C Shares on Wednesday 2 March 2011 (being the last dealing day prior to such announcement) assuming that options are exercised prior to the Scheme Record Time over a further 7,902,336 new issue System C Shares. The issued share capital as at the date of the sanction of the Scheme by the Court, and after the exercise of the aforementioned options, was 122,957,258.\n \nThe issued share capital as at the date of sanction of the Scheme by the Court is lower than the fully diluted share capital as announced on 3 March due to the exercise of fewer employee options prior to the Scheme Record Time than anticipated. The unexercised options are under the System C Healthcare PLC Sharesave Plan, will remain exercisable for a period of six months and, following exercise, the System C Shares will be acquired by McKesson UK.\n \nIn order for the Scheme to become effective in accordance with its terms, the Court will now need to confirm the associated Capital Reduction at the Reduction Court Hearing on Friday 6 May 2011. Following the Reduction Court Hearing, it is anticipated that the Effective...