Lombard Medical Technologies PLC Results of Court Meeting and Scheme GM (5876C)
18 März 2014 - 1:46PM
UK Regulatory
TIDMLMT
RNS Number : 5876C
Lombard Medical Technologies PLC
18 March 2014
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION
IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Lombard Medical Technologies PLC
("Lombard Medical", or "the Company")
Results of Court Meeting and Scheme GM and revision to timetable
for recommended Proposal
London, UK, 18 March, 2014 - On 26 February 2014, Lombard
Medical (AIM: LMT), the specialist medical device company focused
on Endovascular Aortic Repair ("EVAR") of abdominal aortic
aneurysms ("AAAs"), announced that it had published a circular (the
"Circular") which set out the Board of Directors' recommendations
to, inter alia, reorganise the Lombard Medical Technologies Group
pursuant to a Court approved scheme of arrangement (the "Scheme")
so that Lombard Medical becomes a directly-owned subsidiary of
Lombard Medical, Inc. The Circular was sent to shareholders on 26
February 2014 containing, inter alia, the reasons for and terms of
the Scheme, notices convening the requisite Court Meeting and
General Meeting (the "Scheme GM") and the details of the action to
be taken by shareholders.
Voting results
The Company is pleased to announce that, at the Court Meeting
held earlier today to approve the proposed Scheme, the resolution
approving the Scheme was passed by the requisite majority on a
poll. Details of the votes cast were as follows:
Number of Number of shareholders Percentage Percentage
shares voted who voted of shares voted of shareholders
who voted
--------- -------------- ----------------------- ----------------- -----------------
For 34,672,232 39 96.73% 82.98%
--------- -------------- ----------------------- ----------------- -----------------
Against 1,170,705 8 3.27% 17.02%
--------- -------------- ----------------------- ----------------- -----------------
In addition, at the Scheme GM also held earlier today,
shareholders passed the special resolution proposed to the meeting
by the requisite majority on a show of hands.
The proxy voting results for the special resolution proposed at
the Scheme GM were as follows:
Number of Percentage
shares voted of shares
voted
--------------- -------------- -----------
For 27,105,822 96.73%
--------------- -------------- -----------
Against 974,263 3.27%
--------------- -------------- -----------
Vote withheld 0 0
--------------- -------------- -----------
Changes to the indicative timetable
The Company also announces a revision to the indicative
timetable published in the Circular as follows:
Last day and time for receipt of transfers 12.00 noon on 10 April 2014(1)
of LMT Shares
for registration
------------------------------------------- -------------------------------
Last day of dealings in LMT Shares Up until 4.30 p.m. on 10
April 2014(1)
------------------------------------------- -------------------------------
Suspension of trading of LMT Shares 8.00 a.m. on 11 April 2014(1)
on AIM
------------------------------------------- -------------------------------
Conditional dealings commence in LM, 2.30 p.m. (9.30 a.m. New
Inc. Fundraising Shares York
time) on 11 April 2014(1)
------------------------------------------- -------------------------------
Scheme Record Time 6.00 p.m. on 11 April 2014(1)
------------------------------------------- -------------------------------
Court Hearing to sanction the Scheme 14 April 2014(1)
and Capital Reduction
------------------------------------------- -------------------------------
Effective Date of the Scheme 15 April 2014(1)
------------------------------------------- -------------------------------
Cancellation of quotation of LMT Shares 8.00 a.m. on 15 April 2014(1)
on AIM
------------------------------------------- -------------------------------
Commencement of trading on the NASDAQ 2.30 p.m. (9.30 a.m. New
Global Market in LM, Inc. including York time)
in relation to LM, Inc. Fundraising on 15 April 2014(1)
Shares
------------------------------------------- -------------------------------
Latest date for despatch of DRS statements 25 April 2014(1)
(if applicable)
------------------------------------------- -------------------------------
(1) These times and dates are indicative only and will depend,
among other things, on the date upon which the Court sanctions the
Scheme and confirms the associated Capital Reduction as well as the
date on which the Court Order is delivered to the Registrar. These
dates may also be adjusted to the extent that the dates of the LM,
Inc. Fundraising and the NASDAQ Listing are amended. If any of the
dates set out above (including, inter alia, the expected date of
the Court Hearing) change, the Company will give notice of the
change by issuing an announcement through a Regulatory Information
Service and by notice on the Company's website. All LMT
Shareholders have the right to attend court hearings.
This press release and the information it contains is not for
publication or distribution, directly or indirectly, in or into the
United States. This press release is not intended to, and does not
constitute an offer to sell or the solicitation of an offer to buy
any securities, nor shall there be any sale of the securities
referred to herein in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration,
exemption from registration or qualification under the securities
laws of any such jurisdiction.
-Ends-
For further information:
Lombard Medical Technologies PLC Tel: +44 (0)1235 750 800
Simon Hubbert, Chief Executive
Officer
Ian Ardill, Chief Financial Officer
Canaccord Genuity Limited (Nomad) Tel: +44 (0)20 7523 8000
Lucy Tilley / Tim Redfern / Henry
Fitzgerald O'Connor / Dr Julian
Feneley
FTI Consulting (UK) Tel: +44 (0)20 7831 3113
Simon Conway / Stephanie Cuthbert
/ Victoria Foster Mitchell
About Abdominal Aortic Aneurysms
AAAs are a balloon-like enlargement of the aorta which, if left
untreated, may rupture and cause death. Approximately 4.5 million
people are living with AAAs in the developed world and each year
over 500,000 new cases are diagnosed. In the US, aortic aneurysm
disease is among the leading causes of death and it is estimated
that 1.7 million people over the age of 55 have an abdominal aortic
aneurysm.
About Lombard Medical
Lombard Medical Technologies PLC (AIM: LMT) is a medical device
company focused on device solutions for the $1.4 billion per annum
abdominal aortic aneurysm ("AAA") repair market. The Company's lead
product, Aorfix(TM), is an endovascular stent graft which has been
specifically designed to solve the problems that exist in treating
complex tortuous anatomy, which is often present in advanced AAA
disease. Aorfix is the only stent graft approved for AAA neck
angulations of up to 90 degrees and is currently being
commercialized worldwide. Aorfix is the first AAA stent graft not
of US origin to gain US FDA approval. The Company is headquartered
in Oxfordshire, England with US operations in Irvine, CA.
Further background on the Company can be found at
www.lombardmedical.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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