Velti plc
Results of voting at Court Meeting and General Meeting
Recommended proposals to establish Velti plc (a company incorporated in Jersey
with registered number 103899) ("New Velti") as the holding company of Velti plc
("Old Velti") by means of a scheme of arrangement between Old Velti and its
shareholders under sections 895 to 899 of the Companies Act 2006 (the
"Scheme").
Capitalised terms used but not defined in this announcement have the meaning
given to them in the circular despatched to shareholders of Old Velti on 28 October
2009 (the "Scheme Circular").
Court Meeting
Old Velti announces that shareholders have approved the Scheme as proposed in
the Scheme Circular without modification. At the Court Meeting, which was held
today at 10:00 a.m., the resolution to approve the Scheme was passed by the
requisite majority of shareholders by way of a poll.
General Meeting
Old Velti announces that at the General Meeting, which was held today
immediately following the Court Meeting, all eight of the resolutions set out in the
notice of the General Meeting included in the Scheme Circular were passed by the
requisite majority of shareholders by way of a poll.
Implementation of the Scheme
Implementation of the Scheme remains subject to the satisfaction of certain
conditions which are set out in Part 2 of the Scheme Circular. These include the
Court making an order sanctioning the Scheme and confirming the reduction of Old
Velti's ordinary share capital in connection with the Scheme at the Court Hearing,
which is expected to take place on 16 December 2009. The Scheme is expected to
become effective on 17 December 2009.
It is expected that the cancellation of Old Velti Shares from AIM, the admission of
New Velti Shares to AIM, the crediting of New Velti Shares in uncertificated form to
CREST accounts and the commencement of dealings in New Velti Shares on AIM
will each occur at 8:00 a.m. on 18 December 2009.
For further information, please contact:
Bankside Consultants
Simon Bloomfield
simon.bloomfield@bankside.com
+44 (0)207 367 8861
Steve Liebmann
steve.liebmann@bankside.com
+44 (0)207 367 8883
Andy Harris
andrew.harris@bankside.com
+44 (0)207 367 8866
Velti
Alex Moukas, Chief Executive Officer
+44 (0) 20 7633 5000
Wilson Cheung, Chief Financial Officer
+1 415 315 3400
Nick Miles, PR Manager
nmiles@velti.com
+44 (0)207 633 5034
RBC Capital Markets
Sarah Wharry
sarah.wharry@rbccm.com
+44 (0)207 653 4667