Vero - Investor News Feed http://www.vero-software.com/ http://www.vero-software.com//rss.php The latest group news and information from Vero Software Copyright: (C) Vero Software Cancellation - Vero Software plc CANCELLATION OF ADMISSION OF SECURITIES TO TRADING ON AIM VERO SOFTWARE PLC At the request of the company trading on AIM for the under-mentioned securities have been cancelled from 16/07/2010 7:00am. Ordinary Shares of 0.5p each fully paid (0-267-827)(GB0002678273) If you have any queries relating to the above, please contact the company's nominated adviser on 020 7776 6550. http://www.vero-software.com/group-news-detail.php?id=50 2010-07-16 http://www.vero-software.com/group-news-detail.php?id=50 Scheme amendment to timetable of events Vero Software Plc. Further to the announcement by Vero yesterday in relation to the Court's confirmation of the capital reduction associated with the cancellation of the Scheme Shares, Vero announces a revised timetable for the proposed Scheme to supercede the timetable of events as set out in the announcement made by Vero dated 28 May 2010. Despite the Scheme still scheduled to become Effective today, cancellation of admission of Vero Shares to trading on AIM will now take place at 8.00am on Friday 16 July 2010. Please select here to be redirected to the stock exchange announcement http://www.vero-software.com/group-news-detail.php?id=49 2010-07-15 http://www.vero-software.com/group-news-detail.php?id=49 Suspension of trading on AIM Vero Software Plc In accordance with the Scheme of Arrangement set out in the Circular to Shareholders, dated 28 May 2010 ("Scheme"), and following the sanction of the Scheme by the High Court of Justice in England and Wales on 12 July 2010, the Company has requested that its ordinary shares of 0.5p are suspended from trading with immediate effect. http://www.vero-software.com/group-news-detail.php?id=47 2010-07-14 http://www.vero-software.com/group-news-detail.php?id=47 Result of Capital Reduction Court Hearing Vero Software Plc. The Company is pleased to announce that at the Reduction Court Hearing held today, the Court confirmed the capital reduction associated with the cancellation of the Scheme Shares. It is expected that the Reduction Court Order will be delivered to the Registrar of Companies tomorrow, whereby the Scheme will become effective and fully operative in accordance with its terms. Please select here to be redirected to the stock exchange announcement http://www.vero-software.com/group-news-detail.php?id=48 2010-07-14 http://www.vero-software.com/group-news-detail.php?id=48 Scheme of arrangement Vero Software Plc is listed on the AIM Stock Exchange. Further to the announcement by Vero on 23 June 2010 regarding the approval of the Scheme and associated matters at the Court Meeting and the General Meeting, Vero is pleased to announce that the Court has today issued an order sanctioning the Scheme. Please select here to be redirected to the stock exchange announcement http://www.vero-software.com/group-news-detail.php?id=46 2010-07-12 http://www.vero-software.com/group-news-detail.php?id=46 AGM Statement Vero Software Plc is listed on the AIM Stock Exchange. Vero Software Plc (AIM: VERO), a leading supplier of CAD/CAM software to the mould and die sector, is pleased to report that all resolutions were duly passed at the Company's Annual General Meeting. Please select here to be redirected to the stock exchange announcement http://www.vero-software.com/group-news-detail.php?id=44 2010-06-23 http://www.vero-software.com/group-news-detail.php?id=44 Result of EGM Vero Software Plc is listed on the AIM Stock Exchange. Further to the announcement by Vero on 28 May 2010 regarding the posting of the scheme document in relation to the proposed acquisition of the entire issued and to be issued share capital of Vero by BV (the "Scheme Document"), the Company is pleased to announce that at the Court Meeting and General Meeting held earlier today to approve the Scheme and associated matters, all resolutions were passed. Please select here to be redirected to the stock exchange announcement http://www.vero-software.com/group-news-detail.php?id=45 2010-06-23 http://www.vero-software.com/group-news-detail.php?id=45 Recommended proposal for the acquisition of Vero Software Plc Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the recommended proposal for the acquisition of Vero Software Plc by BV Acquisitions S.à.r.l. to be implemented by means of a scheme of arrangement, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=43 2010-05-28 http://www.vero-software.com/group-news-detail.php?id=43 Public opening position disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of a public opening position disclosure by a party to an offer, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=42 2010-05-18 http://www.vero-software.com/group-news-detail.php?id=42 Recommended Cash Offer Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of a Recommended Cash Offer for Vero Software Plc by BV Acquisitions S.ar.l., click here to be redirected to the PDF document file http://www.vero-software.com/group-news-detail.php?id=41 2010-05-17 http://www.vero-software.com/group-news-detail.php?id=41 Preliminary results for the year ended 31 December 2009 Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the Preliminary results for the year ended 31 December 2009, click here to be redirected to the PDF document file http://www.vero-software.com/group-news-detail.php?id=40 2010-05-10 http://www.vero-software.com/group-news-detail.php?id=40 Public opening position disclosure/dealing disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=34 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=34 Public opening position disclosure/dealing disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=35 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=35 Public opening position disclosure/dealing disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=36 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=36 Public opening position disclosure/dealing disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=37 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=37 Public opening position disclosure by a party to an offer Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=38 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=38 Public opening position disclosure/dealing disclosure Vero Software Plc is listed on the AIM Stock Exchange. The following document is notification of the PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE, click here to be redirected to the document file http://www.vero-software.com/group-news-detail.php?id=39 2010-05-04 http://www.vero-software.com/group-news-detail.php?id=39 Vero Software Plc wins Queen's Award Vero Software Plc, a leading provider of CAD/CAM/CAE solutions for the tooling industry are pleased to announce that they have been awarded the much coveted Queen's Award for Enterprise 2010. The Queen's Awards are the UK's most prestigious business awards and further endorse Vero as a leading UK company with a global reputation. The awards are made each year by The Queen, on the advice of the Prime Minister, who is assisted by an independent Advisory Committee that includes representatives of Government, industry and commerce, and the trade unions. The award will be officially presented by the Lord-Lieutenant of the County, The Queen's local representative. Vero Software Plc has been rewarded for its continuous achievement in international trade over the last 6 years. The award has been granted in recognition of Vero growing export earnings by 65% to over £12 million in six years, with over 91% of its sales to markets in Europe, North America and the Far East. The company creates, owns and distributes software for aiding the design and manufacturing process of plastic injection moulds, sheet metal stamping dies, progressive dies, shoe moulds, electrode production and others. These widespread product types are in turn to be found in a multitude of manufacturing industry sectors such as automotive, electronic, medical, white goods and aerospace. "We are extremely proud and honoured to have won this award which is full recognition of the valuable work of our staff and extensive reseller network. We invest heavily in original research to develop highly productive software that is already well appreciated by our customers and this further acknowledgement is a brilliant reward for our efforts," says Chief Executive, Don Babbs. "Our success owes a great deal to the dedication of our overseas operations. Each competence centre is fully trained with our product suite and have 'real-life' industrial knowledge. This is vitally important when trying to promote new technologies into a well established CAD/CAM market. The company firmly believes that step gains in productivity can be made by building as much knowledge of specific design and machining processes within its software as possible. This philosophy of productivity through specialisation has led to new applications in the design of mould tools for plastic injection and progressive dies." http://www.vero-software.com/group-news-detail.php?id=33 2010-04-21 http://www.vero-software.com/group-news-detail.php?id=33 Rule 8.3- Vero Software FORM 8.3 DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE (Rule 8.3 of the City Code on Takeovers and Mergers) 1. KEY INFORMATION Name of person dealing (Note 1) LEE ROBERT MORTON Company dealt in VERO SOFTWARE Class of relevant security to which the dealings being disclosed relate (Note 2) ORDINARY SHARES Date of dealing 12/1/10 2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE (a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3) Long Short Number (%) Number (%) (1) Relevant securities 787,500 *2.1% (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total 787,500 *2.1% (b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3) Class of relevant security: Long Short Number (%) Number (%) (1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total (c) Rights to subscribe (Note 3) Class of relevant security: Details 3. DEALINGS (Note 4) (a) Purchases and sales Purchase/sale Number of securities Price per unit (Note 5) SALE 100,000 12P (b) Derivatives transactions (other than options) Product name, e.g. CFD Long/short (Note 6) Number of securities (Note 7) Price per unit (Note 5) (c) Options transactions in respect of existing securities (i) Writing, selling, purchasing or varying Product name, e.g. call option Writing, selling, purchasing, varying etc. Number of securities to which the option relates (Note 7) Exercise price Type, e.g. American, European etc. Expiry date Option money paid/received per unit (Note 5) (ii) Exercising Product name, e.g. call option Number of securities Exercise price per unit (Note 5) (d) Other dealings (including new securities) (Note 4) Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5) 4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. NONE Is a Supplemental Form 8 attached? (Note 9) YES/NO Date of disclosure 14/1/10 Contact name LEE MORTON Telephone number 0207 678 1139 If a connected EFM, name of offeree/offeror with which connected If a connected EFM, state nature of connection (Note 10) Notes The Notes on Form 8.3 can be viewed on the Takeover Panel's website at http://www.thetakeoverpanel.org.uk/ http://www.vero-software.com/group-news-detail.php?id=32 2010-01-14 http://www.vero-software.com/group-news-detail.php?id=32 Loan Agreement Vero Software plc (“Vero” or “the Company”)Loan Agreement Further to previous announcements and the General meeting held on 2 November 2009, the Directors are pleased to announce that the Company has entered into a £2 million 5 year secured mezzanine term Loan (“Loan”) with the Capital For Enterprise Fund A (“Lender”). The terms of the Loan include, inter alia, a warrant to subscribe for up to 3 per cent. of the equity share capital of the Company (on a fully diluted basis) upon an exit event occurring as described in the circular to shareholders dated 15 October 2009. If such exit event has not occurred by 2 December 2014 the warrant ceases to be exercisable. In addition, the Company must pay an exit fee in the form of shares equal to 3 per cent. of the equity share capital of the Company (on a fully diluted basis) or, at the Company's option, the cash equivalent, by not later than 2 December 2016, but only in circumstances where an exit event has not occurred on or prior to 2 December 2014. The proceeds of the Loan will be used to repay outstanding indebtedness to Fortis bank and for working Capital for the Company. The Capital for Enterprise Fund is a government fund which invests through professional commercial fund managers making investments of between £250,000 and £2m into businesses which meet the EU’s SME definition. Investment is aimed at fundamentally sound businesses with existing cash flows and genuine growth potential but which are currently constrained through being over-geared. The fund offers equity or mezzanine investment aimed at releasing and sustaining that growth potential. Commenting on the Loan completion, Don Babbs, CEO said “We are delighted to have eliminated the uncertainty surrounding the previous Fortis Bank loan and extended our working capital facilities despite the current global credit difficulties.” Preliminary Approach Update Following the announcement by the Company on 16 September 2009 that it had received a provisional approach from a financial institution that may or may not lead to an offer being made for the Company, the Company has continued to pursue discussions. The Company remains in an Offer Period. For further information: Vero Software PlcDon Babbs, Chief Executive Tel: 01242 542040 Daniel Stewart & Company plc Paul Shackleton Tel: 020 7776 6550 Smithfield PR Will Henderson Tel: 020 7360 4900 Dealing Disclosure Requirements: Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of the Company, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of the Company, they will be deemed to be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of the Company by the Company, or by any of its respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel. Notes to Editor: Vero Software plc is a company that creates and distributes CAD/CAM/CAE software for aiding the design and manufacturing process in specific sectors of the industry with a knowledge-driven focus on mould and die. The specific sectors include the design and manufacture of plastic injection moulds, sheet metal stamping dies, progressive dies, shoe moulds, and electrode production which, in turn, are to be found in a multitude of manufacturing industry sectors such as automotive, electronic and medical. Vero has offices in Italy, England, Japan, France, Canada, USA and China and now has a user base that numbers more than 20,000 and supplies products to more than 40 countries via its wholly owned subsidiaries and competence centres. http://www.vero-software.com/group-news-detail.php?id=31 2009-12-04 http://www.vero-software.com/group-news-detail.php?id=31