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REG - Yellow Cake PLC - Results of 2023 Annual General Meeting

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RNS Number : 5845L  Yellow Cake PLC  06 September 2023

6 September 2023

Yellow Cake plc ("Yellow Cake" or the "Company")

Results of 2023 Annual General Meeting

 

Yellow Cake, a specialist company operating in the uranium sector with a view
to holding physical uranium ("U(3)O(8)") for the long term, is pleased to
announce that at the Annual General Meeting of the Company held on 6 September
2023 ("AGM" or the "Meeting") all resolutions were duly passed. Resolutions
1-11 were passed as ordinary resolutions and resolutions 12 and 13 were passed
as special resolutions.

The full text of the resolutions passed at the Meeting can be found in the
Notice of Annual General Meeting, which is available on the Company's website
at www.yellowcakeplc.com.

The following table shows the votes cast on each resolution:

                                                                    VOTES FOR   %        VOTES AGAINST  %     TOTAL VOTES VALIDLY CAST  % OF SHARE CAPITAL WITH VOTING RIGHTS  VOTES WITHHELD

 1    Annual Report and Accounts                                    66,462,151  72.4     25,280,031     27.6  91,742,182                46.3                                   200,065
 2    Re-appoint Anthony Tudor St John, The Lord St John of Bletso  85,446,658  93.0     6,390,677      7.0   91,837,335                46.3                                   104,912
 3    Re-appoint Andre Liebenberg                                   91,326,409  99.4     512,120        0.6   91,838,529                46.3                                   103,718
 4    Re-appoint Carole Whittall                                    61,699,633  97.6     1,508,043      2.4   63,207,676                31.9                                   28,734,571
 5    Re-appoint Sofia Bianchi                                      90,707,257  98.8     1,129,841      1.2   91,837,098                46.3                                   105,149
 6    Re-appoint Alexander Downer                                   91,376,276   99.5    464,494        0.5   91,840,770                46.3                                   101,477
 7    Re-appoint Alan Rule                                          91,377,953  99.5     461,704        0.5   91,839,657                46.3                                   102,590
 8    Re-appoint Claire Brazenall                                   91,449,090  99.6     380,113        0.4   91,829,203                46.3                                   113,044
 9    Re-appoint auditor                                            91,826,316  100.0    11,911         0.0   91,838,227                46.3                                   104,020
 10   Auditor's remuneration                                        91,837,957   100.0   1,308          0.0   91,839,265                46.3                                   102,982
 11   Authority to allot shares                                     81,213,369  88.4     10,629,225     11.6  91,842,594                46.3                                   99,653
 12   Disapply pre-emption rights                                   87,583,885  95.4     4,253,768      4.6   91,837,653                46.3                                   104,594
 13   Authority to purchase own shares                              91,705,666  100.0    3,209          0.0   91,708,875                46.3                                   233,372

Notes:

(1)           A vote withheld is not a vote in law and is not counted in
the calculation of votes for or against a resolution.

(2)         As at close of business on 4 September 2023, being the date
used to determine the entitlement of shareholders to attend and vote at the
Annual General Meeting, the Company's issued share capital was 202,740,700
Ordinary Shares, the number of Ordinary Shares held in treasury was 4,584,283
and the total voting rights in the Company were therefore 198,156,477.

The Board notes that resolution 1 (to receive the Company's Annual Report and
Accounts for the financial year ended 31 March 2023) was passed with the
necessary majority but received less than 80% of votes in favour.

The Company is aware that Investor Shareholder Services (ISS), a proxy
advisory firm, recommended that shareholders vote against resolution 1 due to
the non-conditionality of vesting of the Company's long-term incentive
awards. As an AIM listed company, Yellow Cake is not required to and does not
offer a separate vote in respect of its directors' remuneration report and ISS
therefore recommended a vote against the approval of the Company's Annual
Report and Accounts which included the directors' remuneration report.

Given that Yellow Cake does not have operations, the Board considers that its
Long Term Incentive Plan ("LTIP"), which was developed on the advice of
external independent remuneration consultants, is appropriate for Yellow Cake.
As per the terms of the LTIP, the amount of awards granted pursuant to Yellow
Cake's LTIP is determined by a performance underpin. In addition, the strike
price of the grant is set at the higher of the NAV on the grant date and the
market price in the week prior to the grant date, thereby introducing a
penalty to the extent that a discount to NAV exists and an incentive to close
any NAV discount.

The Company aspires to the highest level of shareholder and stakeholder
engagement and intends to consult with those shareholders who voted against
this resolution to better understand their specific concerns. The Company will
provide an update on this in the coming months in line with the UK Corporate
Governance Code.

Enquiries:

 

 Yellow Cake plc
 Andre Liebenberg, CEO                                          Carole Whittall, CFO
 +44 (0) 153 488 5200

 Nominated Adviser and Joint Broker: Canaccord Genuity Limited
 Henry Fitzgerald-O'Connor                                      James Asensio
 Gordon Hamilton
 + 44 (0) 207 523 8000

 Joint Broker: Berenberg
 Matthew Armitt                                                 Jennifer Lee
 Detlir Elezi
 Tel: +44 (0) 203 207 7800

 Financial Adviser: Bacchus Capital Advisers
 Peter Bacchus                                                  Richard Allan
 Tel: +44 (0) 203 848 1640

 Communications Adviser: Powerscourt
 Peter Ogden                                                    Molly Melville
 +44 (0) 779 385 8211

 

 

ABOUT YELLOW CAKE

Yellow Cake is a London-quoted company, headquartered in Jersey, which offers
exposure to the uranium spot price. This is achieved through its strategy of
buying and holding physical triuranium octoxide ("U(3)O(8)"). It may also seek
to add value through other uranium related activities. Yellow Cake seeks to
generate returns for shareholders through the appreciation of the value of its
holding of U(3)O(8) and its other uranium related activities in a rising
uranium price environment. The business is differentiated from its peers by
its ten-year Framework Agreement for the supply of U(3)O(8) with Kazatomprom,
the world's largest uranium producer. Yellow Cake currently holds 18.81
million lb of U(3)O(8), all of which is held in storage in Canada and
France.

 

 

 

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