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Danka Shareholders Approve Entry into Members' Voluntary Liquidation.


ST. PETERSBURG, Fla. -- Danka Business Systems PLC ("Danka" or "the Company") (OTC OTC

See: Over-the-counter.


OTC

See over-the-counter market (OTC).
 BB: DANKY.OB) announced that its shareholders voted to approve the Company's entry into a Members' Voluntary Liquidation Voluntary liquidation

Liquidation proceedings that are supported by a company's shareholders.
 at an Extraordinary General Meeting of Danka shareholders held earlier today in London.

As a result of such approval, the Company has now entered into the Members' Voluntary Liquidation and Jeremy Spratt and Finbarr O'Connell of KPMG KPMG Klynveld Peat Marwick Goerdeler (accounting firm)
KPMG Kaiser Permanente Medical Group
KPMG Keiner Prüft Mehr Genau (German)
KPMG Kommen Prüfen Meckern Gehen
 LLP LLP - Lower Layer Protocol  have been appointed joint liquidators for the purposes of the voluntary winding up of the Company. The liquidators will begin the process of inquiring into the existence and value of any creditors' claims against the Company, settling any liabilities and returning any surplus assets to Danka shareholders as soon as practicable.

Pursuant to the terms of a deed of undertaking entered into between the Company and the holders of its convertible participating shares (the "Participating Shareholders"), the Participating Shareholders have agreed to instruct the liquidators to pay to all persons who hold Danka ordinary shares and American Depositary Shares ("ADSs") a cash amount equal to $0.03 per ordinary share, or $0.12 per ADS, as soon as practicable. Any remaining cash balance after such payment to the holders of ordinary shares and ADSs will be distributed over time to the Participating Shareholders.

As previously disclosed in the proxy statement Proxy Statement

A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting.
 filed with the SEC on January 20, 2009 in connection with the Extraordinary General Meeting, and mailed to holders of ADSs on or about that date, today, February 19, 2009, will serve as the final record date for determining the holders of ordinary shares and ADSs entitled to receive the distribution described above in the Members' Voluntary Liquidation. Accordingly, The Bank New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 Mellon, as depositary for the Company's ADSs, will close its transfer books as of February 19, 2009, with respect to the Company's ADSs.

Certain statements contained herein are forward-looking statements, and contain information relating to us that is based on our beliefs as well as assumptions, made by, and information currently available to us. The words "goal", "anticipate", "expect", "believe", "could", "should", "intend" and similar expressions as they relate to us are intended to identify forward-looking statements, although not all forward looking statements contain such identifying words. No assurance can be given that the results in any forward-looking statement will be achieved. For the forward-looking statements, we claim the protection of the safe harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
 for forward-looking statements provided for in the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Such statements reflect our current views with respect to future events and are subject to certain risks, uncertainties and assumptions that could cause actual results to differ materially from those reflected in the forward-looking statements. Factors that might cause such actual results to differ materially from those reflected in any forward-looking statements include, but are not limited to, the following: (i) any inability of the liquidators' to conclude the members' voluntary liquidation expeditiously; (iii) any material adverse change in financial markets, the economy or in our financial position; (iv) any inability to record and process key data due to ineffective implementation of business processes and policies; (v) any negative impact from the loss of any of our senior or key management personnel; (vi) any incurrence of tax or other liabilities other liabilities

Small and relatively insignificant liabilities. For financial reporting purposes, firms often combine small liabilities into this single category rather than listing each liability separately.
 or tax or other payments beyond our current expectations, which could adversely affect our liquidity; (vii) any negative impact of the accreted value accreted value

The current value of an original-issue discount bond, taking into account imputed interest that has accumulated.
 of our outstanding preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders.

Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate.
 or its continued accretion; (viii) any negative impact of our continued organization as an England and Wales England and Wales are both constituent countries of the United Kingdom, that together share a single legal system: English law. Legislatively, England and Wales are treated as a single unit (see State (law)) for the conflict of laws.  registered Company following entry into the members' voluntary liquidation; (ix) actions of governmental entities, including regulatory requirements; (x) actions by shareholders in connection with the distribution of the net proceeds from sale of our U.S. operating business; (xi) the outcome of legal proceedings to which we are or may become a party; and (xii) other risks including those risks identified in any of our filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect our analysis only as of the date they are made. Except as required by applicable law, we undertake no obligation, and do not intend, to update these forward-looking statements to reflect events or circumstances that arise after the date they are made.
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Publication:Business Wire
Date:Feb 19, 2009
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