REG - Belluscura PLC - Result of General Meeting

BelluscuraAnnouncement

28/02/2025 13:45

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RNS Number : 9338Y  Belluscura PLC  28 February 2025

28 February 2025

 

Belluscura plc

("Belluscura" or the "Company")

 

Result of General Meeting

Directors' shareholdings

Board Changes

 

Belluscura plc (AIM: BELL), a UK medical device company focused on developing
oxygen enrichment technology spanning broad industries and therapies, is
pleased to announce that at the General Meeting held earlier today both the
Resolutions were approved by Shareholders:

 

 Resolution                                                               Votes for†    % of shares voted  Votes against  % of shares voted

(*indicates special resolution)
 Resolution 1: To allot, inter alia, the Conditional Placing Shares, the  93,467,247    99.92              73,996         0.08
 VCT/EIS Placing Shares and the WRAP Retail Offer Shares
 Resolution 2*:  To disapply Statutory                                    93,467,247    99.92              73,996         0.08

Pre-Emption Rights

 

† Proxy appointments which gave discretion to the Chairman have been
included in the "for" total.

 

The Company is pleased to confirm that as a result of the issue of the
Conditional Placing Shares, the VCT/EIS Placing Shares and the WRAP Retail
Offer Shares, which are subject to Admission, together with the Firm Placing
which completed on 11 February 2025, the Company has raised total gross
proceeds of approximately £4.7 million.

 

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for admission of the
109,616,986 Conditional Placing Shares, the 56,534,389 VCT/EIS Placing Shares
and the 33,750,000 WRAP Retail Offer Shares to trading on AIM.

It is expected that Admission will become effective and dealings in the
VCT/EIS Placing Shares and the WRAP Retail Offer Shares will commence on AIM
at 8.00 a.m. on or around 4 March 2025.

It is expected that Admission will become effective and dealings in the
Conditional Placing Shares and will commence on AIM at 8.00 a.m. on or around
5 March 2025 ("Third Admission").

The Conditional Placing Shares, the VCT/EIS Placing Shares and the WRAP Retail
Offer Shares will be issued fully paid and will rank pari passu in all
respects with the Company's existing Ordinary Shares.

Following the Third Admission on 5 March 2025, the total number of Ordinary
Shares in the capital of the Company in issue will be 401,309,607 with voting
rights. This figure may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company's issued share
capital pursuant to the Company's Articles.

Directors' Shareholdings following Admission

On Third Admission, the revised shareholdings of the following current
Directors will be:

  Name            Holding of        % of Enlarged

Ordinary Shares
issued share capital
 Adam Reynolds      4,545,233       1.13%
 Robert Rauker      3,045,330       0.76%
 David Poutney**  15,260,554        3.80%
 Ric Piper          1,808,295       0.45%
 Dr Pat Strollo        964,630      0.24%
 Paul Tuson            602,893      0.15%
 Bob Fary         32,000            0.01%

** Including shares held by Vivienne Poutney, Mr Poutney's spouse.

Board Changes

 

The proposed board changes announced on 6 February 2025 will become effective
upon Third Admission when Adam Reynolds, David Poutney, Dr Pat Stroller and
Bob Fary will each resign from the Board.

 

 

Capitalised terms used in this announcement shall, unless defined in this
announcement or unless the context provides otherwise, bear the same meaning
ascribed to such terms in the Announcement made by the Company at 5.22 p.m. on
6 February 2025.

 

Enquiries:

For further information please contact:

 

 Belluscura plc                                              Tel: +44 (0)20 3128 8100
 Adam Reynolds, Chairman

 Robert Rauker, Chief Executive Officer

 Simon Neicheril, Chief Financial Officer

 SPARK Advisory Partners Limited                             Tel: +44 (0)20 3368 3550

 Nominated Adviser
 Neil Baldwin / Jade Bayat

 Dowgate Capital Limited                                     Tel: +44 (0)20 3903 7715

 Joint Broker
 James Serjeant / Colin Clime (Sales and Corporate Broking)

 Russell Cook / Daniel Ingram (Corporate Finance)

 Allenby Capital Ltd                                         Tel: +44 (0)20 3328 5656

 Joint Broker
 Guy McDougall / Amrit Nahal (Sales and Corporate Broking)

 Jeremy Porter / Lauren Wright (Corporate Finance)

 MHP                                                         Tel: +44 (0)20 3128 8100

 Financial PR & Investor Relations                           email: Belluscura@mhpgroup.com (about:blank)
 Katie Hunt/Matthew Taylor

 

For further information, please visit https://ir.belluscura.com/

 

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities ("PDMRs") and persons closely associated ("PCA")
with them.

 

  1   Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                         Adam Reynolds
 2    Reason for notification
 a)   Position / status                                            Non Executive Chairman
 b)   Initial notification /Amendment                              Initial notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 a)   Name                                                         Belluscura plc
 b)   LEI                                                          213800BRJQZE56XBPW94
 4    Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

      Identification code                                          ISIN: GB00BD3B8Z11
 b)   Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)   Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   2,512,057

 

 d)   Aggregated information                                       n/a
 e)   Date of the transaction                                      28 February 2025
 f)   Place of the transaction                                     Outside a Trading Venue

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Robert Rauker
 2   Reason for notification
 a)  Position / status                                            Chief Executive Officer
 b)  Initial notification /Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Belluscura plc
 b)  LEI                                                          213800BRJQZE56XBPW94
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

     Identification code                                          ISIN: GB00BD3B8Z11
 b)  Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)  Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   2,009,646

 

 d)  Aggregated information                                       n/a
 e)  Date of the transaction                                      28 February 2025
 f)  Place of the transaction                                     Outside a Trading Venue

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         David Poutney
 2   Reason for notification
 a)  Position / status                                            Non Executive Director
 b)  Initial notification /Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Belluscura plc
 b)  LEI                                                          213800BRJQZE56XBPW94
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

     Identification code                                          ISIN: GB00BD3B8Z11
 b)  Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)  Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   1,004,823

 

 d)  Aggregated information                                       n/a
 e)  Date of the transaction                                      28 February 2025
 f)  Place of the transaction                                     Outside a Trading Venue

 

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Paul Tuson
 2   Reason for notification
 a)  Position / status                                            Non Executive Director
 b)  Initial notification /Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Belluscura plc
 b)  LEI                                                          213800BRJQZE56XBPW94
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

     Identification code                                          ISIN: GB00BD3B8Z11
 b)  Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)  Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   602,893

 

 d)  Aggregated information                                       n/a
 e)  Date of the transaction                                      28 February 2025
 f)  Place of the transaction                                     Outside a Trading Venue

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Dr Patrick Strollo
 2   Reason for notification
 a)  Position / status                                            Non Executive Director
 b)  Initial notification /Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Belluscura plc
 b)  LEI                                                          213800BRJQZE56XBPW94
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

     Identification code                                          ISIN: GB00BD3B8Z11
 b)  Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)  Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   964,630

 

 d)  Aggregated information                                       n/a
 e)  Date of the transaction                                      28 February 2025
 f)  Place of the transaction                                     Outside a Trading Venue

 

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Richard Piper
 2   Reason for notification
 a)  Position / status                                            Non Executive Director
 b)  Initial notification /Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Belluscura plc
 b)  LEI                                                          213800BRJQZE56XBPW94
 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary shares of £0.01 each in Belluscura plc

     Identification code                                          ISIN: GB00BD3B8Z11
 b)  Nature of the transaction                                    Acquisition of ordinary shares of £0.01 each in a subscription;

 c)  Price(s) and volumes(s)                                      Price(s)  Volumes(s)

                                                            2pence   1,728,295

 

 d)  Aggregated information                                       n/a
 e)  Date of the transaction                                      28 February 2025
 f)  Place of the transaction                                     Outside a Trading Venue

 

 

 

d)

Aggregated information

n/a

e)

Date of the transaction

28 February 2025

f)

Place of the transaction

Outside a Trading Venue

 

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