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Caledonian Holdings plc announced on 06 August 2025 that all resolutions passed at its General Meeting held earlier that day. The company has applied for the admission of 21,420,000,000 Conditional Placing Shares to AIM, with dealings expected to commence around 07 August 2025. Additionally, it issued 14,999,999,999 Warrants at 0.0075 pence per share, exercisable for two years from Admission, which will result in a total issued share capital of 97,470,695,253 Ordinary Shares following Admission.
| Date | 6 Aug 2025 |
| Time | 11:36:27 |
| Category | AGMs and other meetings |
| ID | 2405U |
6 August 2025
Caledonian Holdings plc
("Caledonian Holdings" or "the Company")
Result of General Meeting
Issue of Warrants
Total voting rights
The Board of Caledonian Holdings plc (AIM:CHP), an AIM-quoted investing company focused on the financial services market, announces that at its General Meeting held earlier today, all resolutions were duly passed.
Application has been made to the London Stock Exchange for a total of 21,420,000,000 Conditional Placing Shares, issued in relation to the Conditional Placing, to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective, and dealings in the Conditional Placing Shares will commence, at 8:00 a.m. on or around 7 August 2025.
In addition, the Company has issued 14,999,999,999 Warrants to subscribe for new Ordinary Shares in the Company at a price of 0.0075 pence per new Ordinary Share exercisable for a period of two years from the date of Admission, resulting in each subscriber in the Placing being issued with one Warrant for every two Placing Shares subscribed for. Further details regarding the Warrants are set out in the Company's announcement of 15 July 2025.
Following Admission, the issued share capital of the Company will comprise 97,470,695,253 Ordinary Shares, with one vote per share. The Company does not hold any ordinary shares in treasury. Therefore, on Admission, the total number of Ordinary Shares and voting rights in the Company will be 97,470,695,253. With effect from Admission, this figure may be used by shareholders as the denominator for the calculation to determine if there is a requirement under the FCA's Disclosure Guidance and Transparency Rules to notify an interest in, or a change of interest in, the share capital of the Company.
The proxy voting results of the resolutions are set out below:
|
Resolutions at the General Meeting |
Votes For* |
% of votes cast** |
Votes Against |
% of votes cast** |
Votes Withheld*** |
Total votes cast**** |
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ORDINARY RESOLUTIONS |
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1. To approve the general authority to allot Equity Securities in respect of the Placing and the Share Swap |
9,799,758,417
|
94.25% |
598,083,553
|
5.75% |
343,606,142
|
10,397,841,970
|
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3. To approve the general authority to allot shares in respect of additional issues of equity |
9,669,625,052
|
93.00% |
728,056,918
|
7.00% |
343,766,142
|
10,397,681,970
|
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SPECIAL RESOLUTIONS |
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2. To approve the disapplication of pre-emption rights in respect of the allotment for of Equity Securities in respect of the Placing and the Share Swap |
9,776,335,057
|
94.24% |
598,083,553
|
5.76% |
367,029,502
|
10,374,418,610
|
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4. To approve the disapplication of pre-emption rights to allot equity securities for cash in respect of additional issues of equity |
9,646,175,057
|
92.98% |
728,293,829
|
7.02% |
366,979,226
|
10,374,468,886
|
Notes:
*"Votes For" include votes giving the Chairman discretion.
**Percentages exclude "Votes Withheld".
***"Votes Withheld" are not votes in law and do not count in the number of votes counted for or against a resolution.
****"Total votes cast" do not include withheld votes.
Capitalised terms used in this announcement shall have the same meaning as in the announcement of 15 July 2025 unless otherwise defined herein.
For further information, please contact:
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Caledonian Holdings plc
Jim McColl, Executive Director Brent Fitzpatrick, Non-Executive Chairman |
Tel: +44 (0) 7950 389469 |
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Allenby Capital Limited (Nominated Adviser) |
Tel: +44 (0) 20 3328 5656 |
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Nick Athanas / Piers Shimwell
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Peterhouse Capital Limited (Broker) |
Tel: +44 (0) 20 7469 0930 |
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