Results of General Meeting
01/06/2022 16:10
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RNS Number : 6321N Honeycomb Investment Trust PLC 01 June 2022
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INFORMATION NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF OR BE RELIED
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ACTIVITY
FOR IMMEDIATE RELEASE
1 June 2022
Honeycomb Investment Trust plc ("Honeycomb")
Results of General Meeting
Further to the circular published by Honeycomb on 10 May 2022 (the "Circular")
and made available on Honeycomb's website at www.honeycombplc.com
(http://www.honeycombplc.com) , Honeycomb is pleased to announce that, at the
General Meeting held today to approve the proposed combination with Pollen
Street Capital Holdings Limited ("Pollen Street") (the "Combination"), all
resolutions proposed and set out in the Notice of General Meeting in
connection with the approval and resultant implementation of the Combination
were voted on by a poll and duly approved by a strong majority of
Shareholders.
The total number of votes received on each resolution put to the General
Meeting was as follows:
No. Resolution For Against Votes Withheld
Votes % Votes %
1. To approve the Combination on the terms set out in the Share Purchase 26,463,342 85.31 4,557,297 14.69 63,355
Agreement and to grant the Honeycomb Directors the authority to take such
steps as are necessary or appropriate to implement the Combination.
2. To permit the Board to issue the Consideration Shares to the Pollen Street 26,463,092 85.31 4,557,547 14.69 63,355
Shareholders in connection with the Combination.
3. To approve the Combined Group Investment Policy, the New Remuneration Policy, 23,374,180 82.41 4,987,730 17.59 2,722,084
the LTIP and the DBP.
4. To approve the increase to the Directors' Fee Cap 21,548,920 82.87 4,452,824 17.13 5,082,250
5. To approve the waiver of any requirement under Rule 9 of the Takeover Code for 20,760,626 80.10 5,158,250 19.90 4,340,980
the Concert Parties to make a general offer to Shareholders for the Honeycomb
Shares as a result of: (a) the issue of Consideration Shares to the Concert
Parties; and (b) the carrying out of any share buyback by Honeycomb pursuant
to the Existing Buyback Authority.
6. To approve the Related Party Transactions. 21,361,404 82.42 4,557,472 17.58 4,340,980
The number of Honeycomb Shares in issue as at the Voting Record Time of 6.30
p.m. (London time) on 30 May 2022 was 39,449,919. Honeycomb holds 4,487,485
shares in treasury. Therefore, the total number of voting rights in Honeycomb
at the Voting Record Time was 34,962,434.
In accordance with Listing Rules 9.6.2R and 9.6.3R, the full text of the
resolutions passed at the General Meeting will be submitted to the National
Storage Mechanism and will be available for inspection in due course at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .
Capitalised terms used in this announcement but not otherwise defined shall
have the meaning given to them in the Circular.
Enquiries:
Cenkos - Financial Adviser, Sponsor and Joint Broker to Honeycomb
Tunga Chigovanyika
Daniel Balabanoff
Justin Zawoda Martin
+44 20 7397 8900
BofA Securities - Financial Adviser to Honeycomb
Arif Vohra
Geoff Iles
Oliver Elias
+44 20 7628
1000
Liberum - Joint Broker
Chris Clarke
+44 20 3100 2000
Finsbury Glover Hering - Communications Adviser
Michael Turner
Chris Sibbald
+44 20 7251 3801
About Honeycomb
Honeycomb is a UK-listed closed ended investment trust dedicated to providing
investors with access to asset backed lending opportunities, with potential to
generate high income returns, together with strong capital preservation.
About Pollen Street
Pollen Street was founded in 2013 and is an independent, alternative
investment management company dedicated to investing in the financial and
business services sectors. Pollen Street has extensive experience investing in
both credit and private equity strategies and has a strong and consistent
track record of delivering top tier returns. A wholly owned subsidiary of
Pollen Street serves as Honeycomb's investment manager.
Additional information
Cenkos Securities plc ("Cenkos"), which is authorised and regulated by the FCA
in the United Kingdom, is acting exclusively as sponsor for Honeycomb and for
no one else and will not be responsible to anyone other than Honeycomb for
providing the protections afforded to its clients or for providing advice in
relation to the matters referred to in this announcement. Neither Cenkos, nor
any of its affiliates, owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, whether in contract, in tort, under
statute or otherwise) to any person who is not a client of Cenkos in
connection with this announcement, the Circular, or any statement contained
herein or otherwise.
Merrill Lynch International ("BofA Securities"), which is authorised by the
Prudential Regulation Authority ("PRA") and regulated by the FCA and the PRA
in the United Kingdom, is acting as financial adviser exclusively for
Honeycomb and for no one else and will not be responsible to anyone other than
Honeycomb for providing the protections afforded to its clients or for
providing advice in relation to the matters referred to in this announcement.
Neither BofA Securities, nor any of its affiliates, owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect, whether in
contract, in tort, under statute or otherwise) to any person who is not a
client of BofA Securities in connection with this announcement, the Circular,
or any statement contained herein or otherwise.
Liberum Capital Limited ("Liberum") is authorised and regulated in the United
Kingdom by the FCA and is acting exclusively for Honeycomb and no-one else in
connection with the proposed Combination and will not be responsible to anyone
other than the Honeycomb for providing the protections afforded to the clients
of Liberum, as applicable, or for affording advice in relation to the contents
of the announcement, the Circular, or any matters referred to therein. Nothing
in this paragraph shall serve to exclude or limit any responsibilities Liberum
may have under the Financial Services and Markets Act 2000 or the regulatory
regime established thereunder.
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