REG - Pinewood Tech Gp PLC - Result of General Meeting

Pinewood TechnologiesAnnouncement

22/04/2024 15:30

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RNS Number : 5617L  Pinewood Technologies Group PLC  22 April 2024

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

FOR IMMEDIATE RELEASE

22 April 2024

 

Pinewood Technologies Group PLC ("Pinewood" or the "Company")

 

Result of General Meeting

The Board of Pinewood is pleased to announce that at the general meeting of
the Company held earlier today (the "General Meeting") to consider resolutions
to approve the Special Dividend, the Share Consolidation and certain related
matters, each of the resolutions were duly passed.

Resolutions 1 and 2 were passed as ordinary resolutions and resolutions 3, 4
and 5 were passed as special resolutions. Full details of the resolutions are
set out in Pinewood's explanatory circular to shareholders, dated 5 April 2024
(the "Circular").

The table below sets out the results of the polls at the General Meeting,
including the number of votes for and against the resolutions, and the number
of votes withheld:

 Resolution                                                                           Votes for    % of votes cast  Votes against  % of votes cast  Total votes*  % of issued share capital voted  Votes withheld
 1.      To approve the Special Dividend and the Share Consolidation                  950,108,999  100.00%          28,200         0.00%            950,137,199   54.53%                           0

 2.      To authorise the directors to allot shares in the Company                    949,488,938  99.93%           648,261        0.07%            950,137,199   54.53%                           0

 3.      To authorise the directors to disapply rights of pre-emption when allotting  920,634,558  96.90%           29,487,641     3.10%            950,122,199   54.53%                           15,000
         shares in connection with a pre-emptive offer

 4.      To authorise the directors to disapply rights of pre-emption when allotting  920,793,901  96.92%           29,288,530     3.08%            950,082,431   54.53%                           54,768
         shares in connection with an acquisition or specified capital investment

 5.      To authorise the Company to make market purchases of its shares              948,611,645  100.00%          25,054         0.00%            948,636,699   54.45%                           1,500,500

*Please note the total votes do not include the votes withheld.

At the voting record time the Company had 1,742,312,440 ordinary shares in
issue. The voting rights attached to the ordinary shares are on the basis of
one vote per share, representing total voting rights of 1,742,312,440. There
are no shares held in treasury.

As part of the Share Consolidation, the Existing Ordinary Shares will be
consolidated such that Shareholders will receive 1 New Ordinary Share in
substitution for every 20 Existing Ordinary Shares held. Accordingly, it is
expected that 87,115,622 ordinary shares of £1.00 each in the capital of the
Company will be admitted to trading and dealings will commence on the London
Stock Exchange at 8:00 a.m. tomorrow.

In accordance with Listing Rule 9.6.2, the full text of the resolutions passed
at the General Meeting has been submitted to the National Storage Mechanism
and will shortly be available for inspection at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The results will also
be made available for viewing on Pinewood's website at
https://investor.pinewoodtech.com/ (https://investor.pinewoodtech.com/) .

Capitalised terms used but not otherwise defined in this announcement have the
same meaning given to them in the Circular.

Enquiries:

 

 Jefferies International Limited (Financial Adviser and Joint Corporate Broker)  +44 (0) 20 7029 8000
 Philip Noblet
 Thomas Bective
 Jordan Cameron

 Headland Consultancy (PR & Communications)                                      +44 (0) 20 3805 4822
 Henry Wallers
 Jack Gault

 

IMPORTANT NOTICE

Jefferies International Limited ("Jefferies"), which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority, is
acting solely for the Company, and for no-one else, as broker in connection
with the matters referred to in this announcement and will not be responsible
to anyone other than the Company for providing the protections afforded to its
clients or for providing advice to any other person in relation to the content
of this announcement or any other matters described in this announcement. To
the fullest extent permitted by law, neither Jefferies nor any of its
affiliates assumes any responsibility whatsoever for or makes any
representation or warranty express or implied, in relation to the contents of
this announcement, including its accuracy, completeness or verification or for
any other statement made or purported to be made by it, or on its behalf and
nothing contained in this announcement is, or shall be, relied upon as a
promise or representation in this respect whether as to the past, present or
future, in connection with the Company, the Group, or the matters referred to
in this announcement. Jefferies and its affiliates accordingly disclaims to
the fullest extent permitted by law all and any duty, responsibility and
liability whether arising in tort, contract or otherwise which it might
otherwise be found to have in respect of this announcement or any such
statement or otherwise.

 

This announcement is not intended to, and does not constitute, or form part
of, any offer to sell or an invitation to purchase or subscribe for any
securities in any jurisdiction.

 

This announcement has been prepared for the purpose of complying with the
applicable law and regulation of the United Kingdom and information
disclosed may not be the same as that which would have been disclosed if this
announcement has been prepared in accordance with the laws and regulations of
jurisdictions outside the United Kingdom.

 

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