Parsley Box Group PLC Result of General Meeting (7347J)

TIDMMEAL

RNS Number : 7347J

Parsley Box Group PLC

14 December 2022

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE UK VERSION OF REGULATION (EU) NO 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL OF 16 APRIL 2014 ON MARKET ABUSE (MARKET ABUSE REGULATION) AS RETAINED AS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 AS AMENDED.

UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Parsley Box Group plc

("Parsley Box", the "Group" or the "Company")

Result of General Meeting and Matched Bargain Facility

Parsley Box Group plc (AIM: MEAL), the direct to consumer provider of ready meals and other products focused on the 65+ demographic, announces that, at the general meeting of the Company held earlier today, the special resolutions in respect of the proposed cancellation of the admission of the Company's ordinary shares to trading on AIM (the "Cancellation"), the re-registration of the Company as a private limited company (the "Re-registration") and the adoption of new articles of association were duly passed by shareholders on a show of hands.

As set out in the circular to shareholders of 18 November 2022 (the "Circular"), the Cancellation will become effective on 22 December 2022 and it is expected that the Re-registration will occur by 30 December 2022. Shareholders are reminded that the last day of dealings in Parsley Box ordinary shares on AIM will be 21 December 2022.

Details of the number of proxy votes cast for, against and withheld in respect of the resolutions are set out below:

 
   Special Resolution        Votes For (Including       Votes Against        Votes Total (excluding       Votes 
                                Discretionary)                                      Withheld)            Withheld 
                               No. of       % of      No. of      % of       No. of      % of issued      No. of 
                               shares       shares     shares     shares     shares      share capital    shares 
                                            voted                 voted 
                           -------------  --------  ----------  --------  -----------  ---------------  --------- 
     To approve 
1.    the Cancellation       48,165,330     97.88    1,044,043    2.12     49,209,373       67.78       5,861,022 
    ---------------------  -------------  --------  ----------  --------  -----------  ---------------  --------- 
     Subject to 
      Resolution 
      1 becoming 
      effective, 
      (i) to approve 
      the Re-registration 
      and (ii) to 
      approve and 
      adopt the new 
      articles of 
2.    association            48,165,280     97.88    1,043,293    2.12     49,208,573       67.78       5,861,822 
    ---------------------  -------------  --------  ----------  --------  -----------  ---------------  ---------

Matched Bargain Facility

To facilitate future shareholder transactions in the Company's ordinary shares, the Company has appointed Asset Match to provide a matched bargain facility, which will be available from Cancellation.

The Company has appointed Asset Match (www.assetmatch.com) to facilitate trading in the ordinary shares. Asset Match, a firm authorised and regulated by the Financial Conduct Authority, will operate an electronic off-market dealing facility for the ordinary shares. This facility will allow shareholders and new investors to trade ordinary shares by matching buyers and sellers through periodic auctions. Investors can register their interest for further information on the Asset Match auction process by emailing dealing@assetmatch.com.

The Asset Match trading facility operates under its own code of practice which governs the behaviour of participants and the running of the periodic auctions. Asset Match operates an open auction system where volumes of bids and offers at different prices are displayed on its website together with the closing date of the auction. At the end of each auction period, Asset Match passes this information through a non-discretionary algorithm that determines a "market-derived" share price based on supply and demand and allocates transactions accordingly. Bids and offers may be made and withdrawn at any time before the closing date of each auction.

Shareholders will continue to be able to hold their shares in uncertificated form (i.e. in CREST) and should check with their existing stockbroker whether they are willing or able to trade in unquoted shares. Shareholders wishing to trade shares through Asset Match must do so through a stockbroker. A comprehensive list of stockbrokers who have signed up to access the Asset Match platform is available on request by emailing dealing@assetmatch.com .

Upon Cancellation, full details of the matched bargain facility will be made available to Shareholders on the Company's website https://corporate.parsleybox.com/ .

Shareholders should also be aware that the matched bargain facility could be withdrawn at a later date. The provision of a matched bargain facility will be kept under review by the Board and, in determining whether to continue to offer a matched bargain facility, the Company shall consider expected (and communicated) shareholder demand for such a facility as well as the composition of the Company's register of members and the costs to the Company and shareholders.

A copy of the Circular is available on the Company's website https://corporate.parsleybox.com/investors/documents/ .

Enquiries:

 
 Parsley Box 
 
  Holly McComb 
 
  Kevin Dorren                               Tel: 0131 608 1990 
 
                                             Email: invest@parsleybox.com 
 finnCap (Nominated Adviser and Broker) 
 
  Matt Goode / Charlie Beeson (Corporate 
  Finance) 
                                             Tel: +44 20 7220 0500 
  Tim Redfern / Charlotte Sutcliffe (ECM)

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END

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December 14, 2022 09:35 ET (14:35 GMT)

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