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Completion of Acquisition

Completion of Acquisition.

articleTatton Asset Management PlcApril 1, 20085/company/tatton-asset-management-plc/news/completion-of-acquisition-129
Completion of Acquisition

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[{"type":"text","content":"\n Titanium Asset Management Corp\n01 April 2008\n\n\n\n1 April 2008\n\n Titanium Asset Management Corp.\n\n Completion of Acquisition\n\n Board Changes\n\n Holding in Company\n\nTitanium Asset Management Corp. ('Titanium' or the 'Company') (AIM: TAM) is \npleased to announce that it has completed the acquisition of the entire issued \nand outstanding capital stock of National Investment Services, Inc. ('NIS')\nfollowing the approval of the acquisition (the 'Acquisition') at the Special \nMeeting of the Company held on 26 March 2008.\n\nThe Acquisition constitutes a Qualified Business Combination under the terms of\nthe Company's certificate of incorporation. Accordingly:\n\n • Stockholder approval will no longer be required for further acquisitions\n by the Company unless such acquisition constitutes a reverse takeover under\n the AIM Rules and Stockholders will have no further rights to require the\n Company to repurchase their shares of common stock ('Shares');\n\n • the balance of funds held in the trust fund will be transferred to the\n Company and become unrestricted and available for general use;\n\n • the Company must use commercially reasonable efforts to file with the\n SEC a registration statement within 120 days of today's date; and\n\n • the warrants to subscribe for Shares ('Warrants') become exercisable.\n\nThe Company also confirms that John Kuzan has today stepped down as Chairman of\nthe Board of the Company to focus upon developing the Company's businesses,\nparticularly Sovereign.\n\nNigel Wightman, currently a director of Titanium has become Chairman and Robert\nKelly, a founder and director of NIS, has joined the Board as an Executive\nDirector.\n\nThe Company has also been informed that Clal Finance Ltd. has entered into an\nagreement to acquire 385,400 Shares at US$4.80 per share and 385,400 Warrants at\nUS$0.9000 per Warrant. Following this acquisiton, Clal Finance Ltd. will own\n10,485,400 Shares, representing 51.3 per cent. of the issued Shares, and\n10,485,400 Warrants.\n\nNigel Wightman, Chairman, said 'I am pleased to welcome Bob Kelly and the rest\nof the NIS staff to Titanium.\n\n'We now have an excellent range of investment products, some delivered\ninternally and some by our new partners. NIS also provides us with excellent\ninstitutional distribution and a strong operational base. We co...

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