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Circ re proposed disposal of Capita One

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Capita publishes circular for shareholder vote on sale of Capita One software business to MRI Software.

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On 9 July 2024, Capita announced the sale of its standalone software business (Capita One), via the sale of Capita One Limited by Capita Business Services Ltd (the Seller), to Orchard Information Systems Limited (the Buyer), a wholly-owned subsidiary of the MRI Software, LLC (MRI Software) (the ‘Disposal’).

The Disposal constitutes a Class 1 transaction for Capita under the Listing Rules and is therefore conditional upon, amongst other things, the approval of Capita shareholders at a general meeting of the Company.

Capita is pleased to announce that a shareholder circular in relation to the Disposal (the “Circular”) has been published today, having received approval from the Financial Conduct Authority. The Circular will be sent to Capita shareholders (other than those who have elected or who have been deemed to have elected for notification by electronic communication) shortly.

The Circular contains further information on the Disposal and a notice convening a general meeting of Capita to be held on 29 July at 12:00 p.m. (the “General Meeting”).

Proposed changes to the Listing Rules, including changes to the rules relating to Class 1 transactions, (the New Listing Rules) are expected to be finalised and implemented early in the second half of 2024. If the New Listing Rules are implemented as currently proposed and become effective prior to completion of the Disposal, they would not require the Disposal to be conditional upon the approval of the Shareholders. If the New Listing Rules become effective prior to the date of the General Meeting, the Company would permanently adjourn the General Meeting. The Company would give notice of this by issuing an announcement through a Regulatory News Service.

Copies of the following documents have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

  • Circular
  • Notice of General Meeting

These documents will also be available to view on the Company’s website at https://www.capita.com/about-capita/shareholder-information from the date of this announcement up to and including the date of the General Meeting.

About MRI Software

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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