REG - Geiger Counter Ltd Geiger Counter - GCS - Notice of GM - 7 August 2025

Geiger CounterAnnouncement

21/07/2025 07:00

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RNS Number : 6474R  Geiger Counter Ltd  21 July 2025

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21 July 2025

 

 
                                       GEIGER
COUNTER LIMITED ("GCL" OR THE "COMPANY")

               Proposals to renew the authority to the Company
to make market purchases of its own ordinary shares in the capital of the
Company

The Board of Geiger Counter Limited today announces the publication of a
circular (the "Circular") proposing a renewal of the authority provided to
the Directors on 5 March 2025 to make market purchases of its own ordinary
shares in the capital of the Company.

Unless otherwise defined, capitalised terms used in this announcement shall
have the same meaning as set out in the Circular.

Background to Proposal

At the Company's annual general meeting on 5 March 2025 (the 2025 AGM),
Shareholders granted authority to the Directors to make market purchases of up
to 20,016,102 ordinary shares in the capital of the Company (Ordinary Shares)
representing 14.99 per cent. of the then issued ordinary share capital
(excluding treasury shares).

 

As at 17 July 2025, the Company has bought back 17,350,950 Ordinary Shares and
the authority granted at the 2025 AGM has been substantially utilised,
representing an 86.7 per cent utilisation. If buybacks were to continue at the
same rate as they have since the 2025 AGM, the remaining buyback capacity
would be fully utilised before the Company's next annual general meeting (the
2026 AGM), which is expected to be held on 5 March 2026. The Directors
therefore wish to seek a more immediate approval for a renewal of this
authority.

 

The Board believes it is important to continue to have the flexibility to buy
back Ordinary Shares with the objective of controlling the discount level.
Accordingly, the Directors monitor the share price of the Company closely and
in normal market conditions use the authority granted to them to make market
purchases of Ordinary Shares when they believe it is in the best interests of
Shareholders to do so and to ensure that the share price does not reach an
excessive discount.

 

 

Recommendation

The Directors consider the passing of the resolution to be in the best
interests of the Company and its Shareholders as a whole. Accordingly, the
Directors unanimously recommend that Shareholders vote in favour of the
resolution.

The Directors intend to vote in favour of the resolution in respect of their
own beneficial holdings of Ordinary Shares, amounting to 364,296 Ordinary
Shares (representing approximately 0.31 per cent of the issued share capital
of the Company (excluding treasury shares) as at the date of the Circular).

General Meeting

The Proposals are subject to Shareholder approval. The notice convening the
General Meeting, to be held at 11.00 a.m. on 7 August 2025 at the registered
office address of the Company, Ordnance House, 31 Pier Road, St Helier, Jersey
JE4 8PW, is set out in the Circular. The notice includes the full text of the
Resolutions.

The expected timetable of principal events in relation to the General Meeting
is as follows:

 Publication of this Circular and the Notice of General Meeting              21 July 2025

 Latest time and date for receipt of Forms of Proxy for use at the General   4.00 p.m. on 5 August 2025
 Meeting

 General Meeting                                                             11.00 a.m. on 7 August 2025

 Results of the General Meeting announced                                    7 August 2025

The times and dates set out in the timetable above and mentioned throughout
this Circular are indicative only and may be adjusted by the Company without
further notice. Any changes will be notified to Shareholders through an RNS.
References to times in this Circular are to Jersey time (BST) unless otherwise
stated.

 

A copy of the Circular will be made available on the Company's website  NCIM
- Geiger Counter Ltd - Fund Page for Geiger Counter Ltd
(https://ncim.co.uk/geiger-counter-ltd/) and submitted to the National Storage
Mechanism, where it will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

 

 

Enquiries

 Manulife | CQS                          Craig Cleland                              T: +44 (0) 20 7201 5368

 Cavendish Capital Markets Limited       Tunga Chigovanyika (Corporate Finance)     T: +44 (0) 20 7220 0557

                                         Daniel Balabanoff / Pauline Tribe (Sales)  T: +44 (0) 20 7220 0500

 R&H Fund Services (Jersey) Limited      Jane De Barros                             T :+44 (0) 1534 825 259

 

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