TIDMWICH TIDMRDF
RNS Number : 7692L
Wichford plc
04 August 2011
Wichford P.L.C.
(the "Company")
Extraordinary General Meeting Voting Results
With reference to the combined circular and prospectus published
by the Company on 13(th) July 2011 (the "Prospectus"), the Board is
pleased to announce that each of the Resolutions proposed at the
Extraordinary General Meeting ("EGM") held today at 12 noon, to
approve the issue of 3,255,711,718 New Ordinary Shares in the
Company in connection with the acquisition of Redefine
International plc ("Redefine") and other related matters, was duly
passed without amendment by the required majority on a vote
conducted by way of a poll.
Further details of the Resolutions can be found in the
Prospectus.
The results are as set out in the table below:-
Resolution For* %** Against %** Withheld***
To adopt a
revised
Investment
1. Policy 775,913,338 99.88 949,886 0.12 601,500
----------------- ------------ ------ ----------- ----- ------------
To approve the
offer by the
Company for the
whole of the
issued and to be
issued share
capital of
Redefine
International
2 plc 545,141,338 99.99 47,882 0.01 1,503,504
----------------- ------------ ------ ----------- ----- ------------
To approve the
Waiver of Rule 9
of the City
3 Code 545,103,439 99.82 987,785 0.18 601,500
----------------- ------------ ------ ----------- ----- ------------
To approve the
proposed
amendments to
the Investment
Adviser's
4 Agreement 545,128,439 99.82 962,785 0.18 601,500
----------------- ------------ ------ ----------- ----- ------------
To authorise the
Directors
generally and
unconditionally
to allot
5 Ordinary Shares 773,832,535 99.65 2,730,185 0.35 902,004
----------------- ------------ ------ ----------- ----- ------------
To allow the
Directors to
allot Ordinary
Shares without
regard to
pre-emption
rights up to the
limits set out
6 in the Notice 773,206,035 99.64 2,755,185 0.36 1,503,504
----------------- ------------ ------ ----------- ----- ------------
To approve the
consolidation of
7.2 Ordinary 1p
Shares issued
into Ordinary
Shares of 7.2p
7 each 776,011,939 99.93 550,781 0.07 902,004
----------------- ------------ ------ ----------- ----- ------------
To increase the
authorised share
capital of the
Company to
8 GBP72,000,000 776,511,939 99.99 50,781 0.01 902,004
----------------- ------------ ------ ----------- ----- ------------
To elect Mr
Tipper as a
9 Director 764,674,203 98.36 12,722,622 1.64 67,899
----------------- ------------ ------ ----------- ----- ------------
To elect Mr
Farrow as
10 Director 776,436,556 99.87 960,269 0.13 67,899
----------------- ------------ ------ ----------- ----- ------------
To elect Mr
Shaw-Taylor as
11 Director 776,440,735 99.88 956,090 0.12 67,899
----------------- ------------ ------ ----------- ----- ------------
To elect Mr
Wainer as
12 Director 776,436,556 99.87 960,269 0.13 67,899
----------------- ------------ ------ ----------- ----- ------------
To elect Mr
Watters as a
13 Director 776,446,556 99.88 950,269 0.12 67,899
----------------- ------------ ------ ----------- ----- ------------
14 To adopt the 776,511,939 99.99 50,781 0.01 902,004
amended Articles
of Association
----------------- ------------ ------ ----------- ----- ------------
15 To approve a 777,403,943 99.99 60,781 0.01 0
change of name
to Redefine
International
P.L.C.
----------------- ------------ ------ ----------- ----- ------------
16 To approve the 776,511,939 99.99 50,781 0.01 902,004
cancellation of
the Existing
Ordinary Shares
held by Redefine
International
plc
----------------- ------------ ------ ----------- ----- ------------
17 To approve the 777,414,743 99.99 49,981 0.01 0
admission of
Existing
Ordinary Shares
and New Ordinary
Shares to the
Main Market of
the London Stock
Exchange
----------------- ------------ ------ ----------- ----- ------------
*Votes in favour include the discretionary votes
**Percentages are of votes cast
***It should be noted that a vote withheld is not a vote in law
and is not counted in the calculation of the proportion of the
votes for and against the resolution.
The Company's total issued share capital as at 4(th) August 2011
is 1,062,095,584 ordinary shares of 1 pence each.
Resolutions 2, 3 and 4 were subject to the approval of
Independent Shareholders only.
The implementation of these resolutions and the completion of
the Merger are subject, inter alia, to approval on 18(th) August
2011 by Redefine Properties International unitholders to allow
Redefine Properties International to accept the offer, and valid
acceptances being received from Redefine Shareholders representing
at least 90 per cent. of the issued share capital of Redefine.
The maximum holding of the members of the Concert Party, after
the Merger, in the capital of the Company, subject to the receipt
of such approval, will be 381,734,676 of the total enlarged share
capital (Post Consolidation) of 567,643,792 which represents a
combined holding of 67.2% of the total enlarged share capital (Post
Consolidation) of the Company.
In accordance with LR 9.6.2 R, copies of all resolutions passed
by the Company, other than resolutions concerning ordinary
business, have been submitted to the National Storage Mechanism and
will shortly be available for inspection at www.Hemscott.com/nsm.do
and can also be viewed on the Company's website at www.wichford.com
and on Redefine's website at www.redefineinternational.je
This announcement should be read in conjunction with the full
text of the Prospectus published by the Company on 13(th) July 2011
(available on the Company's website at www.wichford.com and on
Redefine's website at www.redefineinternational.je). Defined terms
used in the Prospectus shall have the same meanings when used in
this announcement unless the context otherwise requires.
For further details, please contact,
Wichford P.L.C.
Philippe de Nicolay, Chairman +55 (11) 9636 7979
Wichford Property Management
Ltd
Stephen Oakenfull 020 7811 0100
Philip Cooper 020 7355 7020
Citigate Dewe Rogerson 020 7638 9571
Toby Mountford, Ginny Pulbrook,
Kate Lehane
Dealing Disclosure Requirements
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. or more of any class of relevant securities of an offeree
company or of any paper offeror (being any offeror other than an
offeror in respect of which it has been announced that its offer
is, or is likely to be, solely in cash) must make an Opening
Position Disclosure following the commencement of the offer period
and, if later, following the announcement in which any paper
offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in,
and rights to subscribe for, any relevant securities of each of (i)
the offeree company and (ii) any paper offeror(s). An Opening
Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1 per cent. or more of any class of relevant
securities of the offeree company or of any paper offeror must make
a Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any paper offeror. A Dealing
Disclosure must contain details of the dealing concerned and of the
person's interests and short positions in, and rights to subscribe
for, any relevant securities of each of (i) the offeree company and
(ii) any paper offeror, save to the extent that these details have
previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than
3.30 pm (London time) on the business day following the date of the
relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a paper
offeror, they will be deemed to be a single person for the purpose
of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. If you are in any doubt as to whether you are required
to make an Opening Position Disclosure or a Dealing Disclosure, you
should contact the Panel's Market Surveillance Unit on +44 (0)20
7638 0129.
This information is provided by RNS
The company news service from the London Stock Exchange
END
REGLZLFBFVFXBBB
Wichford (LSE:WICH)
Graphique Historique de l'Action
De Avr 2024 à Mai 2024
Wichford (LSE:WICH)
Graphique Historique de l'Action
De Mai 2023 à Mai 2024
