REG - Quarto Group Inc - Result of Special Meeting

QuartoAnnouncement

14/12/2023 14:30

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231214:nRSN8804Wa&default-theme=true

RNS Number : 8804W  Quarto Group Inc  14 December 2023

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 THAT JURISDICTION

FOR IMMEDIATE RELEASE

14 December 2023

 

 

 

THE QUARTO GROUP INC.

 

(the "Company")

 

Result of Special Meeting

 

At the special meeting of the Company's shareholders held earlier today to
approve the cancellation of the shares of common stock of the Company, with a
par value of US$0.10 each in the capital of the Company ("Common Shares") from
admission to the premium segment of the Official List of the Financial Conduct
Authority and to trading on the London Stock Exchange's Main Market for listed
securities, the proposed resolution as set out in the Notice of Special
Meeting was passed.

The resolution is detailed in full in the Notice of Special Meeting dated 30
November 2023. The following table summarises the final aggregate proxy votes
received:

 In Favour   % In Favour  Against  % Against  % of Issued Share Capital Voted  Abstained
 34,640,930  98.21        632,919  1.79       86.27                            8,000

 

Furthermore, of the votes attaching to the Common Shares of Independent
Shareholders (being any shareholders who do not exercise or control, on their
own or together or with any person with whom they are acting in concert, 30%
or more of the votes able to be cast at a general meeting), the voting results
are 14,162,924 Common Shares in favour and 632,919 Common Shares against, with
8,000 Common Shares abstaining.

This announcement should be read in conjunction with the full text of the
circular dated 30 November 2023 ("Circular"), and capitalised terms used but
not otherwise defined in this announcement bear the meanings ascribed to them
in the Circular.

The person responsible for releasing this announcement on behalf of the
Company is Michael Clarke, the Company Secretary.

The Company confirms that, as at today's date, it is expected that:

·    the last day of dealings in the Company's Common Shares on the Main
Market will be 17 January 2024; and

 

·    cancellation of the listing of Company's Common Shares on the
Official List will take effect from 8.00 a.m. 18 January 2024, being not less
than 20 Business Days from the date of the Special Meeting.

 

 

A copy of the duly passed Resolution will be submitted to the National Storage
Mechanism and available shortly at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

For further information, please contact:

 

 The Quarto Group Inc.
 Daniel Logan, Group Finance Director  +44 (0)20 7700 6700
 Michael Clarke, Company Secretary

About The Quarto Group

Quarto creates a wide variety of books and intellectual property products,
with a mission to inspire life's experiences. Produced in many formats for
adults, children and the whole family, our products are visually appealing,
information rich and stimulating.

Quarto encompasses a diverse portfolio of imprints and businesses that are
creatively independent and expert in developing long-lasting content across
specific niches of interest.

Quarto sells and distributes its products globally in over 50 countries and 40
languages, through a variety of sales channels, partnerships and routes to
market. The group was founded in London in 1976. It is domiciled in the US and
listed on the London Stock Exchange.

Forward-looking statements

This announcement contains statements about the Company that are or may be
"forward-looking statements". All statements, other than statements of
historical facts, included in this announcement may be forward-looking
statements. Without limitation, any statements preceded or followed by, or
that include, the words "targets", "plans", "believes", "expects", "aims",
"intends", "will", "may", "should", "anticipates", "estimates", "projects" or
words or terms of similar substance, or the negative thereof, are
forward-looking statements. These forward-looking statements are not
guarantees of future performance and have not been reviewed by the auditors of
the Company. They appear in a number of places throughout this announcement
and include statements regarding the intentions, beliefs and current
expectations of the Company or the Directors concerning, amongst other things,
the results of operations, financial condition, liquidity, prospects, growth
and strategies of the Company and the industry in which the Group operates.

These forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different from any
results, performance or achievements expressed or implied by such
forward-looking statements. These forward-looking statements are based on
numerous assumptions regarding the present and future business strategies of
the Company and the environment in which it will operate in the future.

Past performance is not a guarantee of future performance. Investors should
not place undue reliance on such forward-looking statements and, save as is
required by law or regulation, the Company does not undertake any obligation
to update publicly or revise any forward-looking statements (including to
reflect any change in expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based). All
subsequent forward-looking statements attributed to the Company or any persons
acting on its behalf are expressly qualified in their entirety by the
cautionary statement above. All forward-looking statements contained in this
announcement are based on information available to the Directors of the
Company at the date of this announcement, unless some other time is specified
in relation to them, and the posting or receipt of this announcement shall not
give rise to any implication that there has been no change in the facts set
forth herein since such date.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  ROMUSASROSUUAAA