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Posting of Circular

Posting of Circular.

articleTelecom Plus PlcMarch 7, 20063/company/telecom-plus-plc/news/posting-of-circular-30
Posting of Circular

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[{"type":"text","content":"\n Telecom Plus PLC\n07 March 2006\n\n\n 7 March 2006\n\n Telecom plus plc (the 'Company')\n\n Posting of Circular and Notice of EGM\n\nTelecom plus plc has today posted a Class 1 circular to its shareholders in\nconnection with its proposed arrangements with Npower Limited (the\n'Transaction') as detailed in the announcement dated 16 February 2006.\n\nThe circular contains notice of an extraordinary general meeting of shareholders\n(the 'EGM') to approve the Transaction. The Directors and certain other\nshareholders have irrevocably undertaken to vote in favour of the ordinary \nresolution in respect of 37,570,536 ordinary shares, representing approximately\n55 per cent. of the share capital of the Company. The EGM will be held at the\nCompany's offices at Dryden House, The Edge Business Centre, Humber Road, \nLondon, NW2 6EW at 11.00 am on 23 March 2006.\n\nExtracts from the letter to shareholders from the Chairman of the Board of\nDirectors are set out below.\n\nA copy of the above document has been submitted to the UK Listing Authority and\nwill shortly be available for inspection at the UK Listing Authority's Document\nViewing Facility which is situated at:\n\nFinancial Services Authority\n25 The North Colonnade\nCanary Wharf\nLondon\nE14 5HS\n\nEnquiries\n\nTelecom plus plc\nCharles Wigoder/Stephen Davis 020 8955 5000\n\nKBC Peel Hunt\nSimon Hayes/Capel Irwin 020 7418 8900\n\nGresham PR Ltd 020 7404 9000\nNeil Boom\n\n\nIntroduction\n\nOn 16 February 2006, the Company announced it had agreed to sell the Energy\nCompanies to npower for a nominal cash consideration of £4 and simultaneously to\nenter into the Management Services Agreement with npower and the Energy\nCompanies. This transaction, if approved, will take effect retrospectively from\n1 January 2006.\n\nThe Company is also entering into the Put Option Agreement which, together with\nthe sale of the Energy Companies, is deemed to be a Class 1 transaction for the \npurposes of the Listing Rules and as such requires Shareholders' approval.\n\n\nDetails of the Transaction\n\nThe Transaction involves npower assuming the obligation to supply gas and\nelectricity to the customers of the Group.\n\nIt comprises the following principal elements:\n\nsale of the Energy Companies to npower for nominal consideration, which will\nmean that npower will thereby become responsible ...

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