REG - Nightcap PLC - Result of General Meeting

NightcapAnnouncement

17/07/2024 11:30

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RNS Number : 7893W  Nightcap PLC  17 July 2024

17 July 2024

Nightcap plc

("Nightcap" or the "Company")

 

Result of General Meeting

 

Nightcap (AIM: NGHT), the owner and operator of 46 premium bars, announces
that at the General Meeting of the Company held earlier today, all resolutions
were passed.

Accordingly, pursuant to the passing of Resolution 1, cancellation of
admission of the Company's ordinary shares to trading on AIM will become
effective at 7.00 a.m. on 29 July 2024.

 

In accordance with the passing of Resolution 2, the Company will re-register
as a private limited company with the name Nightcap Limited and adopt the New
Articles, which is currently expected to take place on or around 15 August
2024.

 

Voting at the General Meeting

The votes received from shareholders on each resolution proposed at the
General Meeting are set out below.

 

                                                                                No. of votes for (including appointing the Chairman or a third party)  % of total votes cast*  No. of votes against  % of total votes cast*  Total votes cast (excluding votes withheld)  No. of votes withheld*

 As defined in the Notice of General Meeting ("Notice") published on 28 June
 2024.

 SPECIAL RESOLUTIONS
 1. THAT, in accordance with Rule 41 of the AIM Rules for Companies, the        177,308,014                                                            99.02%                  1,751,037             0.98%                   179,059,051                                  1,634,269
 cancellation of the admission to trading on AIM of the ordinary shares of 1p
 each in the capital of the Company be approved.
 2. THAT, subject to the passing of Resolution 1, the Company be re-registered  177,325,239                                                            99.03%                  1,733,812             0.97%                   179,059,051                                  1,634,269
 as a private limited company and that the new articles of association be
 adopted.

*A vote "withheld" is not a vote in law and is not counted towards the votes
cast "for" or "against" a resolution.

 

Shareholders are reminded that the last day of dealings in Nightcap's ordinary
shares on AIM will be 26 July 2024.

 

To facilitate future shareholder transactions in the Ordinary Shares, Asset
Match Limited (www.assetmatch.com (http://www.assetmatch.com) ) has been
appointed to provide a matched bargain facility, which is expected to be
available from 29 July 2024. Asset Match, a firm Authorised and Regulated by
the Financial Conduct Authority (FRN 579310), will operate an electronic
off-market dealing facility in the Ordinary Shares. This facility will allow
existing shareholders of the Company and new investors to trade the Ordinary
Shares by matching buyers and sellers through periodic auctions.  Full
details will be made available to shareholders on the Company's website at
nightcapplc.com (https://nightcapplc.com/) and directly by letter or e-mail
(where appropriate).

 

For at least 12 months from the date of Cancellation, the Company intends to
continue to maintain its website, nightcapplc.com (https://nightcapplc.com/) ,
and to post updates on the website from time to time.

 

Further details regarding the Cancellation and Re-registration are set out in
the circular sent to shareholders dated 28 June 2024. A copy of the circular
is available on the Company's website at nightcapplc.com/key-documents/
(https://nightcapplc.com/key-documents/) .

 

Capitalised terms in this announcement shall have the meanings given to such
terms in the announcement issued by the Company dated 28 June 2024 unless
otherwise defined herein.

 

For further enquiries:

 Nightcap plc

 Sarah Willingham / Gareth Edwards                                          email@nightcapplc.com

 Allenby Capital Limited (Nominated Adviser and Broker)

 Nick Naylor / Alex Brearley / Piers Shimwell (Corporate Finance)           +44 (0) 20 3328 5656

 Jos Pinnington / Amrit Nahal / Tony Quirke (Sales and Corporate Broking)

                                                                            www.allenbycapital.com (http://www.allenbycapital.com/)

 Bright Star Digital (PR)                                                   https://www.brightstardigital.co.uk/

 Pam Lyddon

                                                                            +44 (0) 7534 500 829

                                                                            pamlyddon@brightstardigital.co.uk

 

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