REG - Sorted Group Hldgs. - Result of Meeting

Sorted groupAnnouncement

20/04/2026 09:45

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260420:nRST1272Ba&default-theme=true

RNS Number : 1272B  Sorted Group Holdings PLC  20 April 2026

20 April 2026

 

Sorted Group Holdings Plc

("Sorted" or the "Company" or the "Group")

 

Result of General Meeting and Completion of Disposal

 

Sorted Group Holdings Plc (AIM: SORT) announces that at the Company's general
meeting held earlier today, the resolution to approve the Disposal of the
Company's operating subsidiary, Sorted Group Limited, was duly passed on a
poll, with the following table summarising the proxy votes:

 

 Resolution                      Votes for  Votes against  Approval  Withheld
 Ordinary Business               Shares     Shares         %         Shares
 1.   To approve the Disposal    2,775,407  1,665          99.94     622

 

A vote withheld is not a vote in law and is not counted in the calculation of
the proportion of votes 'For' or 'Against' a resolution.

 

The resolution to change the name of the Company to SGH plc was withdrawn due
to unforeseen technical difficulties. A further announcement will be made in
this regard in due course.

 

Following the general meeting and approval of the Disposal, as the other
conditions to completion of the Disposal have now been satisfied and/or waived
as appropriate by the buyer, the sale by the Company's wholly-owned
subsidiary, Sorted Holdings Limited, of the entire issued share capital of
Sorted Group Limited to Brislington Holdco Limited has now completed.

 

AIM Rule 15

 

In accordance with AIM Rule 15, the Disposal constituted a fundamental change
of business of the Company as the Company has now ceased to own, control or
conduct all or substantially all, of its trading business, activities or
assets.  Therefore, the Company has now become an AIM Rule 15 Cash Shell and,
as such, will be required to make an acquisition or acquisitions which
constitutes a reverse takeover under AIM Rule 14 and publish an admission
document on or before the date falling six months from completion of the
Disposal. For the purposes of Rule 15, becoming an investing company pursuant
to Rule 8 of the AIM Rules (which requires the raising of at least £6m) will
be treated as a reverse takeover and accordingly require the publication of an
admission document. Failing that the Company's Ordinary Shares would then be
suspended from trading on AIM pursuant to AIM Rule 40. Admission to trading on
AIM would be cancelled six months from the date of suspension, should the
reason for the suspension not have been rectified.

 

The Company will continue to evaluate appropriate opportunities in the sectors
the Board considers appropriate, seeking to identify one or more projects or
assets which the Company can acquire, which would constitute a reverse
takeover under AIM Rule 14.

 

Any reverse takeover transaction will require the publication of an AIM Rules
compliant admission document and will be subject to Shareholder approval at a
further general meeting of the Company to be convened at the appropriate time.

 

As an AIM Rule 15 Cash Shell, the Company will have no operating cash flows.

 

Capitalised terms used in this announcement shall, unless defined in this
announcement or unless the context provides otherwise, bear the same meaning
ascribed to such terms in the announcement made by the Company at 7:00 a.m. on
2 April 2026.

 

For further information please contact:

 

Sorted Group Holdings
Plc
   Tel: +44 (0)3300 555 284

Simon Wilkinson, Executive Chairman

 

Allenby Capital Limited (Nominated
Adviser)                                            Tel:
+44 (0)20 3328 5656

David Hart

Vivek Bhardwaj

 

Turner Pope Investments (TPI)
Ltd (Broker)                                              Tel:
+44 (0)20 3657 0050

Guy McDougall

Andy Thacker

 

 

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  ROMGIGDSXXDDGLG



            Copyright 2019 Regulatory News Service, all rights reserved