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REG - Caledonian Holdings - Result of General Meeting

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RNS Number : 2405U  Caledonian Holdings PLC  06 August 2025

6 August 2025

Caledonian Holdings plc

("Caledonian Holdings" or "the Company")

 

Result of General Meeting

Issue of Warrants

Total voting rights

The Board of Caledonian Holdings plc (AIM:CHP), an AIM-quoted investing
company focused on the financial services market, announces that at its
General Meeting held earlier today, all resolutions were duly passed.

Application has been made to the London Stock Exchange for a total of
21,420,000,000 Conditional Placing Shares, issued in relation to the
Conditional Placing, to be admitted to trading on AIM ("Admission"). It is
expected that Admission will become effective, and dealings in the Conditional
Placing Shares will commence, at 8:00 a.m. on or around 7 August 2025.

In addition, the Company has issued 14,999,999,999 Warrants to subscribe for
new Ordinary Shares in the Company at a price of 0.0075 pence per new Ordinary
Share exercisable for a period of two years from the date of Admission,
resulting in each subscriber in the Placing being issued with one Warrant for
every two Placing Shares subscribed for. Further details regarding the
Warrants are set out in the Company's announcement of 15 July 2025.

Following Admission, the issued share capital of the Company will comprise
97,470,695,253 Ordinary Shares, with one vote per share. The Company does not
hold any ordinary shares in treasury. Therefore, on Admission, the total
number of Ordinary Shares and voting rights in the Company will be
97,470,695,253. With effect from Admission, this figure may be used by
shareholders as the denominator for the calculation to determine if there is a
requirement under the FCA's Disclosure Guidance and Transparency Rules to
notify an interest in, or a change of interest in, the share capital of the
Company.

The proxy voting results of the resolutions are set out below:

 Resolutions at the General Meeting                                            Votes For*     % of votes cast**  Votes Against  % of votes cast**  Votes Withheld***  Total votes cast****
 ORDINARY RESOLUTIONS
 1. To approve the general authority to allot Equity Securities in respect of  9,799,758,417  94.25%             598,083,553    5.75%              343,606,142        10,397,841,970
 the Placing and the Share Swap

 3. To approve the general authority to allot shares in respect of additional  9,669,625,052  93.00%             728,056,918    7.00%              343,766,142        10,397,681,970
 issues of equity

 SPECIAL RESOLUTIONS
 2. To approve the disapplication of pre-emption rights in respect of the      9,776,335,057  94.24%             598,083,553    5.76%              367,029,502        10,374,418,610
 allotment for of Equity Securities in respect of the Placing and the Share

 Swap
 4. To approve the disapplication of pre-emption rights to allot equity        9,646,175,057  92.98%             728,293,829    7.02%              366,979,226        10,374,468,886
 securities for cash in respect of additional issues of equity

 

Notes:

*"Votes For" include votes giving the Chairman discretion.

**Percentages exclude "Votes Withheld".

***"Votes Withheld" are not votes in law and do not count in the number of
votes counted for or against a resolution.

****"Total votes cast" do not include withheld votes.

 

Capitalised terms used in this announcement shall have the same meaning as in
the announcement of 15 July 2025 unless otherwise defined herein.

For further information, please contact:

 Caledonian Holdings plc                       Tel: +44 (0) 7950 389469

 Jim McColl, Executive Director

 Brent Fitzpatrick, Non-Executive Chairman

 Allenby Capital Limited (Nominated Adviser)   Tel: +44 (0) 20 3328 5656
 Nick Athanas / Piers Shimwell

 Peterhouse Capital Limited (Broker)           Tel: +44 (0) 20 7469 0930

 

 

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