REG - DCC PLC - Result of Extraordinary General Meeting

DCCAnnouncement

Thu 14:45

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251211:nRSK2488La&default-theme=true

RNS Number : 2488L  DCC PLC  11 December 2025

 

 

 

 

 

11 December 2025

 

 

DCC plc

Result of Extraordinary General Meeting held on 11 December 2025

 

DCC plc ("DCC" or the "Company") announces that, at the Extraordinary General
Meeting held earlier today, the special resolution authorising the Company to
make market purchases or overseas market purchases in connection with the
tender offer announced on 17 November 2025 (the "Tender Offer") was duly
passed.

Voting on the resolution was conducted by way of a poll and the results are
available at:

https://www.dcc.ie/investors/shareholder-information/general-meetings

The full text of the resolution was included in the circular containing the
notice of the Extraordinary General Meeting dated 17 November 2025 and also
available at:

https://www.dcc.ie/investors/shareholder-information/general-meetings

A copy of the resolution has been submitted to the U.K. National Storage
Mechanism and will shortly be available for inspection at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The Tender Offer closes at 1.00 p.m. on 17 December 2025. The Company expects
to make a further announcement in respect of the results of the Tender Offer
on 19 December 2025.

Enquiries:

Darragh Byrne

Company Secretary

Tel +353 1 2799 400

 

 

Important Notices

This announcement does not constitute, or form part of, an offer or any
solicitation of an offer, to purchase or repurchase securities in any
jurisdiction or constitute a recommendation or advice in respect of any
securities or other financial instruments or any other matter. DCC
shareholders are advised to read carefully the circular published by the
Company on 17 November 2025 in connection with the Tender Offer (the
"Circular"). Any response to the Tender Offer should be made only on the basis
of the information in the Circular.

J & E Davy Unlimited Company ("Davy"), which is regulated in Ireland by
the Central Bank of Ireland, is acting exclusively for DCC and no one else in
connection with the matters described in this announcement. Davy will not
regard any other person (whether or not a recipient of this announcement) as
its customer or be responsible to any other person for providing the
protections to customers of Davy nor for providing advice in relation to the
transactions and arrangements described in this announcement. Davy is not
making any representation or warranty, express or implied, as to the contents
of this announcement. Davy has not approved the contents of, or any part of,
this announcement and no liability whatsoever is accepted by Davy for the
accuracy of any information or opinions contained in this announcement or for
the omission of any information from this announcement.

Notice for UK Shareholders

This announcement and any other documents or materials relating to the Tender
Offer (including the Circular and the tender form accompanying the Circular
(the "Tender Form")) are not being made, and this announcement or such
documents and/or materials relating to the Tender Offer (including the
Circular and the Tender Form) have not been approved, by an authorised person
for the purposes of Section 21 of the Financial Services and Markets Act 2000.
Accordingly, this announcement and such other documents and/or materials
relating to the Tender Offer (including the Circular and the Tender Form) are
not being distributed to, and must not be passed on to, the general public in
the United Kingdom. The communication of this announcement, or such other
documents and/or materials relating to the Tender Offer (including the
Circular and the Tender Form) as a financial promotion is only being made to,
and may only be acted upon by, those persons in the United Kingdom falling
within the definition of investment professionals (as defined in Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Financial Promotion Order")) or persons who are within
Article 43(2) of the Financial Promotion Order or any other persons to whom it
may otherwise lawfully be made under the Financial Promotion Order ("Relevant
Persons"). Any person who is not a Relevant Person should not act on or rely
on this announcement or any other documents or materials relating to the
Tender Offer (including the Circular and the Tender Form). This announcement
and the documents and materials relating to the Tender Offer (including the
Circular and the Tender Form) and their contents should not be distributed,
published or reproduced (in whole or in part) or disclosed by recipients to
any other person in the United Kingdom.

Notice for US Shareholders

The Tender Offer relates to securities of a non-US company listed on the
London Stock Exchange and is subject to the disclosure requirements, rules and
practices applicable to companies listed in the United Kingdom, which differ
from those of the United States in certain material respects. The Circular has
been prepared for the purpose of complying with the laws of Ireland and the
rules of the London Stock Exchange. The Tender Offer is not subject to the
disclosure or other procedural requirements of Regulation 14D under the US
Securities Exchange Act of 1934, as amended (the "US Exchange Act"). The
Tender Offer will be made in the United States pursuant to Section 14(e) of,
and Regulation 14E under, the US Exchange Act, subject to the exemptions
provided by Rule 14d-1(d) thereunder, and otherwise in accordance with the
requirements of Irish law and the rules of the London Stock Exchange.
Accordingly, the Tender Offer will be subject to disclosure and other
procedural requirements that are different from those applicable under US
domestic tender offer procedures and law. The Company is not listed on an
American securities exchange, is not subject to the periodic reporting
requirements of the US Exchange Act and is not required to, and does not, file
any reports with the US Securities and Exchange Commission thereunder. It may
be difficult for US shareholders to enforce certain rights and claims arising
in connection with the Tender Offer under US federal securities laws, since
the Company is located outside the United States and its officers and
directors may be residents of countries other than the United States. It may
not be possible to sue a non-US company or its officers or directors in a
non-US court for violations of US securities laws. It also might not be
possible to compel a non-US company or its affiliates to subject themselves to
a US court's judgment. To the extent permitted by applicable law and in
accordance with normal practice pursuant to Irish law, the Company or Davy or
any of their affiliates may make certain purchases of, or arrangements to
purchase, shares of the Company outside the United States during the period in
which the Tender Offer remains open for acceptance, including sales and
purchases of shares effected by Davy acting as market maker in the shares.

Forward-looking Statements

This announcement contains certain forward-looking statements with respect to
the financial condition, results of operations and business of the DCC group
and certain plans and objectives of the Board, that are subject to risk
factors associated with, amongst other things, the economic and business
circumstances occurring from time to time in the countries, sectors and
business segments in which the Group operates. These forward-looking
statements can be identified by the fact that they do not relate only to
historical or current facts. Forward looking statements often use words such
as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal",
"believe", "will", "may", "should", "would", "could" (or the negative thereof)
or other words of similar meaning. These statements are based on assumptions
and assessments made by the Board in light of its experience and perception of
historical trends, current conditions, expected future developments and other
factors it believes appropriate. By their nature, forward-looking statements
involve risk and uncertainty, and the factors described in the context of such
forward-looking statements in this announcement could cause actual results or
developments to differ materially from those expressed in or implied by such
forward-looking statements. Should one or more of these risks or uncertainties
materialise, or should underlying assumptions prove incorrect, actual results
may vary materially from those described in this announcement. DCC assumes no
obligation to update or correct the information contained in this
announcement, whether as a result of new information, future events or
otherwise, except to the extent required by law or regulation.

The statements contained in this announcement are made as at the date of this
announcement, unless some other time is specified in relation to them, and
publication of this announcement shall not give rise to any implication that
there has been no change in the facts set out in this announcement since such
date. Nothing contained in this announcement shall be deemed to be a forecast,
projection or estimate of the future financial performance of DCC except where
expressly stated.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  ROMBSBDDRXBDGUB



            Copyright 2019 Regulatory News Service, all rights reserved