REG - Mirriad Advertising - Result of General Meeting

Mirriad AdvertisingAnnouncement

Mon 13:00

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RNS Number : 0506L  Mirriad Advertising PLC  02 June 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE,PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF
SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE,
PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (596/2014/EU) AS IT FORMS PART OF UK DOMESTIC LAW
BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR").

 

2 June 2025

 

Mirriad Advertising plc

("Mirriad" or the "Company")

 

Result of General Meeting

 

Mirriad Advertising plc (AIM: MIRI), a leading virtual in-content advertising
and virtual product placement company, announces that, at its General Meeting
held earlier today, the resolutions required to implement the Fundraise,
details of which set out in the Company's announcement on 13 May 2025 (the
"Launch Announcement") were duly passed without amendment.

 

Results of General Meeting

 

At the General Meeting, Resolutions 1 to 3 were duly passed and Resolution 4
was withdrawn. Resolutions 1 and 2 were passed on a show of hands and the
proxy votes received from Shareholders were as follows:

 

 Resolution  In favour           Against         Withheld**
             Votes       %*      Votes    %*     Votes
 1           92,404,424  99.80%  184,355  0.20%  4,622
 2           92,404,424  99.80%  184,355  0.20%  4,622

 

Had Resolutions 1 and 2 been proposed on a poll, the Resolutions would still
have passed and the results of the poll votes would have been as follows:

 

 Resolution  In favour            Against             Withheld**
             Votes        %*      Votes       %*      Votes
 1           100,644,424  77.52%  29,184,355  22.48%  4,662
 2           100,644,424  77.52%  29,184,355  22.48%  4,662

 

Resolution 3 was passed on a poll and the voting results were as follows:

 

 Resolution  In favour            Against             Withheld**
             Votes        %*      Votes       %*      Votes
 3           100,251,927  77.36%  29,334,852  22.64%  246,622

 

* Percentage of those Shareholders who voted by proxy or poll (as relevant).

**A vote withheld is not a vote in law and is therefore not counted towards
the proportion of votes "in favour" or "against" the resolutions.

 

Resolutions 1 and 3 were required in order to implement the Fundraise. As a
consequence of Resolution 4 being withdrawn at the General Meeting, the Board
does not have the authority to disapply Shareholders' statutory pre-emption
rights in relation to the issue of new Ordinary Shares for general purposes
pursuant to Resolution 2. The Board did not have imminent plans to utilise the
authorities relevant to Resolution 2 and Resolution 4 that had been sought at
the General Meeting and those Resolutions were not required to be passed in
order to implement the Fundraise.

 

Completion of Placing and WRAP Retail Offer

 

Accordingly, the Placing and the WRAP Retail Offer of approximately £1.6
million, details of which were set out in the Launch Announcement, are
expected to complete, conditional on Admission, at 8.00 a.m. on 4 June 2025
(or such later time and/or date as Allenby Capital and the Company may agree,
but in any event by no later than 8.00 a.m. on 18 June 2025).

 

Admission and Total Voting Rights

 

Application has been made to the London Stock Exchange for a total of
16,039,746,900 new Ordinary Shares (comprising the Placing Shares and the
Retail Offer Shares) to be admitted to trading on AIM ("Admission"). It is
expected that Admission and dealings in the 16,039,746,900 new Ordinary Shares
will commence at 8.00 a.m. on 4 June 2025 and they will rank pari passu with
the existing Ordinary Shares. Following Admission, the enlarged share capital
of the Company will consist of 17,072,347,794 Ordinary Shares, none of which
are held in treasury. Therefore, the total number of voting rights in the
Company will be 17,072,347,794 and 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.

 

This announcement should be read in conjunction with the full text of the
Circular posted to Shareholders on 16 May 2025, a copy of which is available
on the Company's website at: www.mirriadplc.com/investor-relations
(http://www.mirriadplc.com/investor-relations) .

 

Unless otherwise defined, definitions contained in this announcement have the
same meaning as set out in the Launch Announcement.

 

The person responsible for the release of this announcement on behalf of the
Company is Nic Hellyer, Chief Financial Officer.

 

ENDS

 

For further information please visit www.mirriad.com (http://www.mirriad.com)
or contact:

 

 Mirriad Advertising Plc                     c/o Allenby

 James Black, Chairman

 Nic Hellyer, Chief Financial Officer

 Nominated Adviser, Broker & Bookrunner

 Allenby Capital Limited                     Tel: +44 (0)20 3328 5656
 James Reeve/Lauren Wright (Corporate Finance)

 Guy McDougall/Matt Butlin (Sales and Corporate Broking)

 

About Mirriad

 

The leader in virtual product placement and in-content advertising, Mirriad's
multi-patented and award-winning platform dynamically inserts products and
brands into Television, SVOD/AVOD, Music, and Influencer content. Mirriad
creates net-new revenue opportunities for content owners with an ad format
that virtually integrates brands in entertainment content, drives exceptional
performance for advertisers and dramatically improves the viewing experience.

 

Mirriad currently operates in the US, Europe and India.

 

 

Important Notices

The content of this announcement has been prepared by and is the sole
responsibility of the Company. Allenby Capital has not authorised the contents
of, or any part of, this announcement, and no liability whatsoever is accepted
by Allenby Capital for the accuracy of any information or opinions contained
in this announcement or for the omission of any material information.

This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into the United States, Australia, Canada, New Zealand, Japan, the Republic
of South Africa, any member state of the EEA or any other jurisdiction where
to do so might constitute a violation of the relevant laws or regulations of
such jurisdiction.

 

Certain statements in this announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate", "expect"
and words of similar meaning, include all matters that are not historical
facts. These statements are not guarantees of future performance and are
subject to known and unknown risks, uncertainties and other factors that could
cause actual results to differ materially from those expressed or implied by
such forward-looking statements. Given those risks and uncertainties,
prospective investors are cautioned not to place undue reliance on
forward-looking statements. These forward-looking statements speak only as at
the date of this announcement and cannot be relied upon as a guide to future
performance.

 

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) nor any information published on social media channels,
including content posted by the Company or its employees, is incorporated into
or forms part of this announcement.

 

 

 

 

 

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