Cancellation of AIM Listing
03 April 2009 - 1:00PM
UK Regulatory
TIDMCDT TIDMCDTI
RNS Number : 0867Q
Clean Diesel Technologies, Inc
03 April 2009
Clean Diesel Technologies Inc
("Clean Diesel" or "the Company")
Proposed De-Listing from AIM of the London Stock Exchange
Clean Diesel, a Delaware corporation, today announces that it is proposing to
cancel the admission to trading on AIM of its Common Stock, $0.01 par (the
"Shares") and to submit that proposal to its Shareholders at its Annual General
Meeting on 13 May 2009 (the "Meeting").
Background
The Shares have been quoted on the AIM Market ("AIM") of the London Stock
Exchange plc (the "Exchange") since 20 December 2001. The Shares were listed on
The NASDAQ Capital Market ("NASDAQ") on 3 October 2007.
Reasons for the De-Listing
The Directors have been considering for some time the merits or otherwise of the
Company's Shares continuing to trade on AIM.
As a result of the current economic conditions, the Directors are increasingly
looking to cut any non-essential costs from within the business to ensure
greater cash preservation. In 2008, the Company expended the estimated amount of
$200,000 directly or indirectly on account of its listing on AIM. Moreover,
substantial internal financial and legal staff time is taken up continually to
comply with the regulatory aspects of the AIM Rules. Noteworthy, also, is that
from the listing of the Shares on NASDAQ in October 2007 through the end of
2008, the average daily trading volume of the Shares has been 9,010 shares on
NASDAQ and 700 shares on AIM.
In the opinion of the Directors, maintaining the quote of the Shares on AIM
while they are also listed on NASDAQ is an unnecessary and duplicative expense
and compliance burden.
The Directors strongly believe that for the reasons referred to above, the
Company should seek the cancellation of the admission of its Shares to trading
on AIM.
De-Listing
Rule 41 of the AIM Rules requires an AIM company which wishes the Exchange to
cancel admission of its Shares to trading on AIM to notify such intended
cancellation and separately inform the Exchange of its preferred cancellation
date at least twenty business days prior to such date. The cancellation is
conditional upon the consent of not less than 75 percent of votes cast by
Shareholders given at the Meeting.
The Company's Notice of Meeting and Proxy Statement for the Meeting on 13 May
2009 contains a special resolution which proposes that the Company's admission
to trading on AIM be cancelled.
Subject to the requisite Shareholder approval, the De?Listing is expected to be
effective from 7:00 am on 21 May 2009.
Following the De-Listing
The Directors are aware that Shareholders may still wish to acquire or dispose
of Ordinary Shares. The Company intends to maintain its NASDAQ listing and,
following the De-Listing of the Shares from AIM, Company Shareholders will
continue to be able to trade on this market.
Annual Meeting
An Annual Meeting of Shareholders of the Company is being convened to be held at
The Bridgeport Holiday Inn, 1070 Main Street,
Bridgeport, Connecticut 06604 USA on 13 May 2009 at 2:00 pm, at which Meeting a
resolution which seeks Shareholder approval for the cancellation of the
admission to trading on AIM will be proposed. To be effective, the resolution
must be passed by the affirmative vote of 75% of those Shareholders present in
person (or being a corporation, present by a duly authorised representative) or
by proxy and voting on this proposal at the Meeting, there being, however, as
required by Delaware law, a minimum quorum of one third of the outstanding
Shares represented in person or by proxy at the Meeting.
If this resolution is passed by Shareholders at the Meeting, it is anticipated
that the cancellation of the admission to trading on AIM of the Shares will
become effective from 7:00 am on 21 May 2009.
Notice of Meeting and Proxy Statement
A resolution to approve the De-Listing will be included within the Notice of
Meeting and Proxy Statement for the Meeting, to be posted to Shareholders on or
about 15 April 2009.
For further information please contact:
+-------------------------------------------------------+----------------------+
| Clean Diesel Technolgies, Inc. | +1 203 416 5290 |
+-------------------------------------------------------+----------------------+
| Ann Ruple, CFO | |
+-------------------------------------------------------+----------------------+
| | |
+-------------------------------------------------------+----------------------+
| Charles Stanley Securities - NOMAD and broker | 020 7149 6000 |
+-------------------------------------------------------+----------------------+
| Philip Davies / Freddy Crossley / Jen Boorer | |
+-------------------------------------------------------+----------------------+
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
+---------------------------------------------+--------------------------------+
| Publication date of the circular posted to | 15 April 2009 |
| Shareholders | |
+---------------------------------------------+--------------------------------+
| Latest time and date for receipt of Forms | 2:00 pm on 11 May 2009 |
| of Proxy for the Annual General Meeting | |
+---------------------------------------------+--------------------------------+
| Annual General Meeting | 2:00 pm on 13 May 2009 |
| | |
+---------------------------------------------+--------------------------------+
| Cancellation of admission to trading on AIM | with effect from 7:00 am on |
| of the Ordinary Shares | 21 May 2009 |
+---------------------------------------------+--------------------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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