Business
Results of Court Meeting and General Meeting
The recommended cash and share acquisition of TT Electronics PLC by Cicor Technologies Ltd. has lapsed as the necessary shareholder approvals were not met at the Court and General Meetings. Only 51.77% of shareholders by value voted in favour of the scheme, falling below the required thresholds. Consequently, the acquisition will not proceed, and TT Electronics will focus on its existing business delivery. The company expects its full-year 2025 adjusted operating profit to be at least in line with previous guidance of £33.7 million, with 2026 expectations remaining unchanged. The Chairman intends to step down after an orderly transition. Disclaimer*
About this update from Tt Electronics Plc
[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION\nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION\nFOR IMMEDIATE RELEASE\n7 January 2026\nRECOMMENDED OFFER\nFOR\nTT ELECTRONICS PLC (\"TT\")\nBY\nCICOR TECHNOLOGIES LTD. (\"CICOR\")\nRESULTS OF COURT MEETING AND GENERAL MEETING\nLAPSING OF SCHEME\nIntroduction\nOn 30 October 2025, the boards of TT and Cicor announced that they had reached agreement on the terms and conditions of a recommended cash and share acquisition pursuant to which Cicor would acquire the entire issued, and to be issued, ordinary share capital of TT (the \"Acquisition\").\nOn 18 November 2025, the boards of TT and Cicor announced that they had reached agreement on the terms of a revised final offer pursuant to which TT Shareholders would have the ability to receive, for each TT Share held, either 150 pence in cash pursuant to the All Cash Offer, or subject to valid elections being made, 0.0084 New Cicor Shares pursuant to the Share Alternative (subject to the terms of the Share Alternative).\nIt was proposed that the Acquisition would be effected by means of a scheme of arrangement under Part 26 of the Companies Act 2006 (the \"Scheme\"). TT published the circular relating to the Scheme on 25 November 2025 (the \"Scheme Document\"). Capitalised terms used but not defined in this announcement have the meanings given to them in the Scheme Document, unless the context requires otherwise.\nResults of Court Meeting and General Meeting\nEarlier today, TT held the Court Meeting and General Meeting in relation to the Scheme. The percentages of votes in favour of the resolutions at the Court Meeting and General Meeting were, in each case, below the minimum thresholds required to approve the Scheme.\nAs a result, Conditions 2(a)(i) and 2(b)(i) to the Scheme have not been satisfied and the Scheme and the Acquisition have lapsed.\nCommenting on the results of the Meetings, Warren Tucker, Chairman of TT, said:\n\"The TT Board is committed to representing the interests of all of TT's shareholders and wider stakeholders and has fulfilled its duty to present the Acquisition to TT shareholders for their consideration, given its value.\nAs only 51.77% ...