R.E.A. Holdings plc
Result of extraordinary general meeting and progress of capitalisation issue
R.E.A. Holdings plc ("REA") announces that at an extraordinary general meeting of REA held earlier today, the two resolutions set out in the notice of meeting, as included in the circular to shareholders dated 24 October 2013 (the "circular"), were duly passed on a show of hands. The resolutions provided necessary authorities for the proposed capitalisation issue by REA that was announced on 27 September 2013 (the "capitalisation issue").
Pursuant to the capitalisation issue, ordinary shareholders will be allotted new 9 per cent cumulative preference shares of £1 each in the capital of REA ("new preference shares") on the basis of three new preference shares for every 50 ordinary shares of 25p each in the capital of REA held at the close of business on 24 October 2013. An arrangement (the "sale arrangement") will be made whereby REA will (except to the extent that allottees have otherwise elected) aggregate all new preference shares comprised in allotments of 1,000 or fewer new preference shares and sell the resultant aggregated holding on behalf of the relative allottees (subject to achievement of a minimum gross price of 100p per share).
The capitalisation issue is now conditional only upon the admission of the new preference shares to the Official List and to trading on the London Stock Exchange's market for listed securities. It is expected that admission will become effective and that dealings in the new preference shares will commence on 25 October 2013.
Upon completion of the capitalisation issue, REA's issued share capital will comprise 35,085,269 ordinary shares of 25p each and 52,105,116 9 per cent cumulative preference shares of £1 each. The number of votes that may ordinarily be cast on a poll at a general meeting of REA and attaching to such ordinary shares is 35,085,269 and to such preferences shares is nil. No shares in the issued capital of REA are held in treasury.
The above figures may be used by REA shareholders for the calculations by which they determine whether they are required to notify their interest in, or a change in their interest in, shares of REA under the Financial Conduct Authority's Disclosure and Transparency Rules.
A total of 35,085,269 ordinary shares of REA were eligible to vote at the extraordinary general meeting referred to above with each ordinary share carrying one vote on a poll. Proxies were received for use in connection with the meeting with the following instructions (treating proxies giving discretion to the chairman as a "for" instruction):
Resolution (number and subject matter) |
For |
Against |
Withheld |
1 |
Approval of capitalisation issue |
22,409,638 |
877,471 |
0 |
2 |
Approval of sale arrangement |
22,406,030 |
877,471 |
3,608 |
Copies of the resolutions passed at the extraordinary general meeting will shortly be submitted to the National Storage Mechanism and will be available for inspection at www.Hemscott.com/nsm.do
