Result of EGM
Fairey Group PLC
19 May 2000
FAIREY GROUP PLC
Shareholders approve proposed acquisition
of Spectris AG Sensoren und Systeme
At the Extraordinary General Meeting of Fairey Group plc ('Fairey') held
today, the ordinary resolution approving the acquisition (the 'Acquisition')
of Spectris AG Sensoren und Systeme from AGIV AG, set out in the notice
accompanying the prospectus sent to shareholders on 3 May 2000, was duly
passed.
The Acquisition is conditional, inter alia, on the receipt of relevant
regulatory clearances and AGIV shareholder approval.
Fairey is confident that the appropriate regulatory approvals will be
received. The two major shareholders of AGIV, which together hold
approximately 60 per cent of the voting rights of AGIV, have undertaken to
vote in favour of a resolution approving the Acquisition at AGIV's shareholder
meeting to be held on 27 June 2000.
Completion of the Acquisition will take place on the later of 4 August 2000
and five business days after the Acquisition Agreement has become
unconditional, or earlier by mutual agreement of the parties.
The proposed acquisition of Spectris will bring to Fairey several high quality
operations, characterised by leading market positions, high gross margins,
strong cash generation and sound growth prospects. The Directors believe the
Acquisition will enhance Fairey's earnings per share (before reorganisation
costs and goodwill amortisation) in the first full year of ownership.
In addition to the above resolution, a second ordinary resolution authorising
the Directors of Fairey to allot relevant securities, pursuant to section 80
of the Companies Act 1985 as set out in the notice accompanying the prospectus
sent to shareholders on 3 May 2000, was also duly passed at today's
Extraordinary General Meeting.
Fairey Group is a specialist process technology group, focused on electronic
controls, process instrumentation and filtration systems.
For further information please contact:
Fairey Group plc John Poulter T: 01784 470 470
Chief Executive
Financial Dynamics Richard Mountain T: 020 7269 7249
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