TIDMMLVN
RNS Number : 1199F
Malvern International PLC
02 November 2022
CORRECTION to the announcement made at 11:44 (RNS number: 0927F)
on 2 November 2022. The nominal value immediately following the
share reorganisation is 1p not 0.1p as previously announced. All
other information was correct.
2 November 2022
MALVERN INTERNATIONAL PLC
("Malvern", the "Company" or the "Group")
Result of General Meeting
and
Total Voting Rights
Malvern International plc (AIM: MLVN), the global learning and
skills development partner, is pleased to announce that at its
General Meeting held earlier today all the resolutions proposed,
were duly passed. Details of the resolutions were set out in a
circular to shareholders dated 17 October 2022 (the "Circular").
Results of the proxy voting will be available on the Company's
website in due course.
All capitalised terms in this announcement are as defined in the
Circular which in addition to the Notice of General Meeting and
other relevant documents, are available on the Company's website,
www.malverninternational.com .
Share Reorganisation and New Ordinary Shares
Following the General Meeting, 9,312 new Ordinary Shares will be
issued at a price of 0.1 pence per share to ensure that as part of
the Share Reorganisation an exact whole number of New Consolidated
Shares will be issued. At the Share Reorganisation Record Date, the
2,194,240,000 Existing Ordinary Shares will be consolidated into
New Consolidated Ordinary Shares each on the basis of one New
Consolidated Ordinary Share for each 20,000 Existing Ordinary
Shares. Each New Consolidated Ordinary Share will then be
sub-divided into 200 New Ordinary Shares and 1,800 New Deferred
Shares. Immediately following the Share Reorganisation, the
Company's issued ordinary share capital will comprise 21,942,400
Ordinary Shares of 1p each.
The closing mid-market price of an Existing Ordinary Share on 1
November 2022 was 0.095 pence which, had the Share Reorganisation
occurred at that time, would be equivalent to a price of 9.5 pence
per New Ordinary Share.
Application has been made for the 21,942,400 New Ordinary Shares
to be admitted to trading on AIM. Dealings are expected to commence
on 3 November 2022 at 8 a.m. The New Ordinary Shares will trade
under the ISIN: GB00BNBVJZ07 and SEDOL: BNBVJZ0.
Existing share certificates will cease to be valid following the
Share Reorganisation. New share certificates in respect of the New
Ordinary Shares will be issued by first class post at the risk of
the Shareholder within 10 business days of Admission. No
certificates will be issued in respect of the New Deferred Shares,
nor will CREST accounts of Shareholders be credited in respect of
any entitlement to the New Deferred Shares. No application will be
made for the New Deferred Shares to be admitted to trading on AIM
or any other investment exchange. A CREST Shareholder will have
their CREST account credited with their New Ordinary Shares
following Admission on 3 November 2022.
Total Voting Rights
In accordance with the provisions of the Disclosure and
Transparency Rules of the Financial Conduct Authority, the Company
confirms that, following the Share Reorganisation, its issued share
capital will comprise 21,942,400 new ordinary shares of 1p each
("Ordinary Share"), 44,198,781 deferred shares of 5p each,
654,234,932 deferred shares of 1p each and 2,327,186,637 deferred
shares of 0.1p each. All of the Ordinary Shares have equal voting
rights and none of the Ordinary Shares are held in Treasury. The
total number of voting rights in the Company is therefore
21,942,400. This figure may be used by shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in, the share capital of the Company under the Disclosure
and Transparency Rules.
The expected timetable for implementation of the proposals is as
follows:
Record Date for the Share Reorganisation 6 p.m. on 2 November
2022
Admission and dealings in the New Ordinary 3 November 2022
Shares expected to commence on AIM
---------------------
Expected date for CREST accounts to be 3 November 2022
credited for the New Ordinary Shares to
be held in uncertified form
---------------------
Despatch of definitive share certificates within 10 business
in respect of the New Ordinary Shares days of Admission
to be held in certificated form, if applicable
---------------------
(Notes)
(1. Each of the times and dates above are indicative only and if
any of the details contained in the timetable above should change,
the revised times and dates will be notified to Shareholders by
means of an announcement through a Regulatory Information
Service.)
(2. All of the above times refer to London time unless otherwise
stated.)
For further information please
contact:
Malvern International Plc www.malverninternational.com
Mark Elliott - Chairman Via our website
Richard Mace - Chief Executive
Officer
WH Ireland (NOMAD & Broker) www.whirelandcb.com
Mike Coe / Sarah Mather 0207 220 1666
Notes to Editors:
Malvern International is a learning and language skills
development partner, offering international students essential
academic and English language skills, cultural experiences and the
support they need to thrive in their academic studies, daily life
and career development.
University Pathways - on and off-campus university pathway
programmes helping students progress to a range of universities, as
well as in-sessional and pre-sessional courses.
Malvern House Schools - British Council accredited English
Language Training at English UK registered schools in London,
Brighton and Manchester.
Malvern Online Academy - British Council accredited online
school, offering supported tuition to students from around the
world in English language, higher education, and professional
education.
Juniors and summer camps - fully-immersive summer residential
English language camps and bespoke group programmes for 13 to 18
year olds.
For further investor information go to
www.malverninternational.com
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END
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