Posting of Circular and Change of Name of Nomad

RNS Number : 4818P

Volvere PLC

25 October 2012

 

Volvere plc

(the "Company")

Posting of Circular and Change of Name of Nomad

Capitalised items in this announcement carry the same meaning as in the Circular, except where otherwise defined here.

Posting of Circular

The Board of Volvere plc (AIM:VLE), the turnaround investment company, announces that a circular (the "Circular") has been posted to Shareholders today convening a General Meeting of the Company to be held at 2 p.m. on 19 November 2012 at the Company's offices at York House, 74-82 Queen Victoria Street, London EC4N 4SJ (the "GM") .  The Circular sets out the background to and reasons for the Proposals to be put to Shareholders at the GM and contains a recommendation from the Independent Director to vote in favour of the Proposals, which are as follows:

1.   to seek the approval by independent Shareholders of a waiver, which has been granted by the Panel on Takeovers and Mergers, subject to the approval at the GM by independent Shareholders on a poll, of any obligation on the part of the Concert Party (Jonathan Lander and Nicholas Lander) to make a general offer to Shareholders under Rule 9 of the Takeover Code which might otherwise arise upon any exercise by the Company of the Share Purchase Authority (the "Waiver"); and

2.   to seek Shareholder approval for the Company to purchase in the market up to 50 per cent. of the issued Ordinary Shares of the Company ("Share Purchase Authority").

The Circular sets out the background to and reasons for the Proposals and states that the Independent Director of the Company (David Buchler), having been so advised by N+1 Singer, considers the Proposals to be in the best interests of the Company and its Shareholders as a whole and recommends that the Independent Shareholders (being shareholders of the Company other than the Concert Party) vote in favour of both of the Resolutions and that all Shareholders vote in favour of Resolution 2.  The Independent Director intends to vote his own beneficial shareholding of 129,893 Ordinary Shares, representing approximately 2.70 per cent. of the Ordinary Shares in issue at the date of this announcement, in favour of the Resolutions.

Further information relating to the Proposals is included in the Circular and that together with the Company's latest audited financial information and other documents and relevant information referred to in the Circular is available for inspection during usual business hours on any weekday (Saturdays, Sundays and public holidays excepted) at N+1 Singer, One Hanover Street, London W1S 1YZ (telephone number [phone]) from today up to the date of the GM and at the place of the meeting for 15 minutes prior to the meeting and during the meeting and will also be available at www.volvere.co.uk. 

Shareholders are encouraged to read the Circular in full and to respond using the Form of Proxy attached at the end of the Circular, which should be completed (whether or not they intend to be present at the GM) in accordance with the instructions printed thereon, and returned to the Company's registrars as soon as possible and in any event so that it is received by not later than 6 p.m. on 16 November 2012.

Change of Name of Nominated Adviser and Broker

The Company also announces that, following completion of the merger between N+1 Brewin LLP and Singer Capital Markets Limited, the name of the Company's Nominated Adviser and Broker has changed to Nplus1 Singer Advisory LLP ("N+1 Singer") with immediate effect.

For further information please contact:

	Volvere plc:
	Jonathan Lander	Tel: [phone]
	N+1 Singer:
	Aubrey Powell	Tel: [phone]

 

END

 

 

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