TIDMFLOW

RNS Number : 6264M

Flowgroup plc

30 April 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

Flowgroup plc

(the "Company")

Result of General Meeting

Flowgroup plc is pleased to announce that at the Company's General Meeting reconvened today at 12 noon to approve the sale of Flow Energy Limited (the "Sale"), the ordinary resolution put to shareholders was duly passed, with the votes having been passed as follows:

 
    Votes      Percentage of   Votes Against   Percentage of 
     For        shares voted                    shares voted 
------------  --------------  --------------  -------------- 
 310,187,351       58.8%        217,137,075        41.2% 
------------  --------------  --------------  --------------

As detailed in the circular to shareholders on 11 April 2018 (the "Circular"), the Sale was also conditional on the execution (prior to the date of the General Meeting) of a revised supply agreement in respect of the future terms of energy supply by Shell to Flow Energy; the revised supply agreement has been executed. Accordingly, Completion is due to take place on 1 May 2018. Further announcements will be made as appropriate.

Following Completion, unless an appropriate opportunity to undertake a reverse takeover within six months (as required under AIM rule 15) is pursued, the Company will consider options available to it to effect the distribution of the proceeds of the Sale to stakeholders. Under all forseeable scenarios following Completion, the cash distribution to Shareholders will be GBPnil.

The full text of the resolution can be found in the Circular, which is available for inspection on the Company's website, as well as this announcement, at www.flowgroup.uk.com.

Capitalised terms used herein but not defined have the same meaning given to them as in the Circular.

MAR

The information contained within the announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the publication of this announcement via Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain.

Enquiries

 
Flowgroup plc                               +44 (0)20 3817 
 Alan Lovell, Chairman                       3637 
 Nigel Canham, Chief Financial Officer 
 
 Smith Square Partners LLP (Financial 
 adviser)                                    +44 (0)20 3696 
 Jonathan Coddington / Matt Alexander        7260 
 
 Cenkos Securities plc (Nominated adviser 
 and broker)                                 +44 (0)20 7397 
 Stephen Keys / Mark Connelly / Callum       8900 
 Davidson (Corporate Finance) 
 
 Walbrook PR Ltd (Financial PR advisers)     +44 (0)20 7933 
 Paul McManus / Nick Rome                    8780

Notice to all investors

Smith Square Partners LLP ("Smith Square"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as financial adviser to Flowgroup and no-one else in connection with the Sale and will not be responsible to anyone other than Flowgroup for providing the protections afforded to clients of Smith Square nor for providing advice in connection with the Sale or any matter referred to herein. Neither Smith Square nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Smith Square in connection with this announcement, any statement contained herein, the Sale or otherwise.

Cenkos Securities plc ("Cenkos") which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting solely for Flowgroup in relation to the Sale in its capacity as Nominated adviser and broker and no-one else and will not be responsible to anyone other than Flowgroup for providing the protections afforded to clients of Cenkos nor for providing advice in relation to Flowgroup or any other matter referred to in this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

ROMWGURUCUPRGAU

(END) Dow Jones Newswires

April 30, 2018 11:11 ET (15:11 GMT)

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