Invitel Holdings A/S Announces Termination of Trading on NYSE Amex and Certain Other Matters
18 Februar 2010 - 1:03AM
Business Wire
Invitel Holdings A/S (NYSE AMEX:IHO) announced today that
following the close of trading today on the NYSE Amex stock
exchange, the NYSE Amex will remove Invitel’s American Depositary
Shares (“ADSs”, which represent ordinary shares of Invitel Holdings
A/S) from trading on the NYSE Amex stock exchange. The removal by
the NYSE Amex is based on the expected February 18, 2010
effectiveness of Invitel Holdings’ filing on Form 25, which Invitel
Holdings filed on February 8, 2010 with both the U.S. Securities
and Exchange Commission and the NYSE Amex to delist its ADSs from
the NYSE Amex stock exchange.
Following the delisting of its ADSs from the NYSE Amex, Invitel
Holdings will take the necessary steps to deregister from the SEC
and to cease reporting under the Securities Exchange Act of 1934,
as amended, by filing a Form 15 with the SEC. Upon the filing of
the Form 15, the obligation of Invitel Holdings to file periodic
reports with the SEC under the Exchange Act will be suspended
immediately. The deregistration will be effective 90 days after the
filing, unless the Form 15 is earlier withdrawn by Invitel Holdings
or denied by the SEC. Invitel Holdings reserves the right to delay
or withdraw the filing of the Form 15 for any reason prior to its
effectiveness.
INITIATION OF COMPULSORY
ACQUISITION PROCEDURE BY MID EUROPA
The decision by Invitel Holdings to delist its ADSs from the
NYSE Amex and to deregister from the SEC follows the completion by
Mid Europa Partners of its tender offer to purchase any and all of
the outstanding ordinary shares of Invitel Holdings and any and all
of the ADSs representing such ordinary shares. Following the
completion of the tender offer, Mid Europa now owns approximately
91.8% of the outstanding ordinary shares of Invitel Holdings. Mid
Europa has begun the process to acquire the remaining Invitel
Holdings ordinary shares in a compulsory acquisition procedure
under Danish law (the “Compulsory Acquisition”). The Compulsory
Acquisition is expected to be completed by July 8, 2010, at which
point Mid Europa is expected to own all of the outstanding ordinary
shares of Invitel Holdings. As a result of the initiation of the
Compulsory Acquisition, Invitel Holdings has commenced the process
of terminating the Deposit Agreement dated February 27, 2009 with
Deutsche Bank Trust Company Americas, which governs the ADSs. The
termination is expected to be effective following the completion of
the Compulsory Acquisition.
ABOUT INVITEL HOLDINGS A/S
Invitel Holdings A/S is the number one alternative and the
second-largest fixed line telecommunications and broadband Internet
Services Provider in the Republic of Hungary. In addition to
delivering voice, data and Internet services in Hungary, it is also
a leading player in the Central and Eastern European wholesale
telecommunications market.
Forward-Looking Statements and Legal
Information
The information above includes forward-looking statements about
Invitel Holdings A/S and its subsidiaries. These and all
forward-looking statements are only predictions of current plans
that are constantly under review by Invitel Holdings. Such
statements are qualified by important factors that may cause actual
results to differ from those contemplated, including those risk
factors detailed from time to time in Invitel Holdings’ U.S.
Securities and Exchange Commission (“SEC”) filings, which may not
be exhaustive. For a discussion of such risk factors, see Invitel
Holdings’ filings with the SEC including, but not limited to, its
2008 Annual Report on Form 20-F. Invitel Holdings operates in a
continually changing business environment, and new risk factors
emerge from time to time. Invitel Holdings cannot predict such new
risk factors, nor can it assess the impact, if any, of such new
risk factors on its business or events described in any
forward-looking statements. Invitel Holdings has no obligation to
publicly update or revise any forward-looking statements to reflect
the occurrence of future events or circumstances.
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