Examples of New CareTech Shares in a sentence
Fractions of New CareTech Shares will not be allotted or issued to Scheme Shareholders and entitlements will be rounded down to the nearest whole number of CareTech Shares and all fractions of New CareTech Shares will be aggregated and sold in the market as soon as practicable after the Effective Date.
The New CareTech Shares will be issued in registered form and will be capable of being held in both certificated and uncertificated form.
The New CareTech Shares will trade under the same ISIN number as the Existing CareTech Shares.
There will be a Full Cash Alternative pursuant to which Cambian Shareholders can elect to receive all cash consideration for each Cambian Share held at the Scheme Record Time instead of the cash and the New CareTech Shares to which they would otherwise be entitled under the terms of the Headline Offer.
The availability of the Transaction and the New CareTech Shares, to be issued and allotted under the Transaction, to persons who are not resident in, and the distribution of this Announcement to persons who are not resident in, the United Kingdom (including the ability to make valid elections for the Full Cash Alternative) may be affected by the laws of the relevant jurisdiction in which such persons are located.
The CareTech Prospectus will include, amongst other things, details on the CareTech Shares (including the New CareTech Shares), the Enlarged Group, the background to and reasons for the Transaction and a notice convening the CareTech General Meeting.
The Transaction will be conditional upon, amongst other things, the passing by the requisite majority at the CareTech General Meeting of the CareTech Resolutions to approve the Transaction and grant the authorities for the issue and allotment of the New CareTech Shares to be issued pursuant to the Transaction and the disapplication of pre- emption rights in respect of the allotment of the New CareTech Shares.
If a Cambian Shareholder does not elect for the Full Cash Alternative in respect of any of their Cambian Shares, they will receive 0.267 New CareTech Shares and 100 pence in cash for each Cambian Share held at the Scheme Record Time in accordance with the Headline Offer.
Under the terms of the Headline Offer, Cambian Shareholders will be entitled to receive: For each Cambian Share held at the Scheme Record Time:0.267 New CareTech Shares and 100 pence in cash The Headline Offer, based on the Closing Price per CareTech Share on the Last Practicable Date of 374.5 pence, values the entire issued and to be issued ordinary share capital of Cambian on a fully diluted basis at approximately £372 million and approximately £289 million on an enterprise value basis.
It is expected that the CareTech Prospectus, containing information about, amongst other things, the CareTech Shares (including the New CareTech Shares), the Enlarged Group, the background to and reasons for the Transaction and a notice convening the CareTech General Meeting, will be sent to Cambian Shareholders and CareTech Shareholders and published at the same time as the Scheme Document is published and posted to Cambian Shareholders.