Letter to Shareholders
31 July 2009
On 29 July 2009, ACP Capital Limited (the "Company" or "ACP": AIM: APL), announced that it had convened an EGM to consider resolutions proposed by “Rakison Services Limited,” a company in which ACP’s former CEO, Derek Vago has previously stated he has a 100% economic interest, to replace ACP’s entire board of directors with ACP’s former CFO and two other individuals.
Further to that announcement, the Company announces that it has posted to its shareholders a letter explaining in detail why the resolutions should be rejected.
The board recommends that you VOTE AGAINST this latest effort by certain members of the former management to take control of the company.
The Company currently has substantial investments in two entities: IFR Capital and Leasecom. The letter notes that the Company has been in continuous negotiations for the sale of part or all of these investments, as well as its other holdings, and has received a number of credible offers, which, on today's exchange rates, would permit the Company to return approximately 40 pence* per ACP share. Bidders include leading private equity houses and persons or entities affiliated with the management of those companies. The Company has not accepted any of these offers because it does not believe that they represent fair value. The Company also received a letter from Rakison Services Limited on 1 July 2009 purporting to make an offer for the entire Company at 37.5 pence. That purported offer was deficient for a number of reasons, including that it was for an amount far below what the directors believe to be fair value, did not include evidence of financing and was bizarrely withdrawn seven days after it was posted.
The extraordinary general meeting will be held on Friday 14 August 2009 at 11:00 am (BST) at 22-24 Seale Street, St Helier, Jersey, JE2 3QG, Channel Islands.
* On the assumption that ACP Mezzanine Limited accepted the corresponding offers made to it and distributed all its cash to shareholders.
Enquiries
- Hugh Field/Bruce Garrow, Collins Stewart Europe, +44 (0) 207 523 8350 (Nominated Adviser)
- Tim McCall/Barnaby Fry, Hogarth Partnership, +44 (0) 207 357 9477