Kin Group PLC Result of General Meeting and Total Voting Rights (9648A)
September 17 2018 - 4:23AM
UK Regulatory
TIDMKIN
RNS Number : 9648A
Kin Group PLC
17 September 2018
RNS ANNOUNCEMENT:
For immediate release
17 September 2018
Kin Group Plc ("Kin" or "the Company")
Result of General Meeting and Total Voting Rights
General Meeting
Further to the announcement on 31 August 2018 of the proposed
acquisition of Bidstack Limited and Placing, Kin Group Plc is
pleased to announce that at its General Meeting, held earlier
today, all resolutions set out in the Notice of General Meeting
were duly passed.
Resolution numbered 1 in the Notice of General Meeting, being an
ordinary resolution to be voted on by the Independent Shareholders
to approve the waiver by the Panel of the obligations that would
otherwise arise for the Concert Party to make a general offer for
the Enlarged Group under rule 9 of the Takeover Code ("Whitewash
Resolution"), was passed on a poll with 1,744,886 votes of
Independent Shareholders in favour and no votes against.
Consequently, the acquisition of Bidstack Limited, the Placing
and the Vendor Placing can now proceed to completion and the change
of the Company's name to Bidstack Group Plc can be registered at
Companies House.
Completion of the Acquisition, the Placing, the Vendor Placing
and Admission of the Enlarged Ordinary Share Capital to trading on
AIM are expected to take place at 8.00 a.m. on 19 September
2018.
In addition the appointments of James Draper, John McIntosh and
Francesco Petruzzelli to the board of the Company will take effect
from Admission. The information on each of James Draper, John
McIntosh and Francesco Petruzzelli required to be disclosed under
Schedule Two, paragraph (g) (i)-(viii) of the AIM Rules for
Companies was disclosed in the Company's announcement on 31 August
2018. There has been no change to such information.
Concert Party
In accordance with the Takeover Code, following the passing of
the Whitewash Resolution at the General Meeting, on Admission
members of the Concert Party will own the following numbers of
shares:
Number of Ordinary % of Enlarged Ordinary
Concert Party Member Shares Share
Capital
-------------------------- --------------------------------
James Draper 41,188,062 20.72%
Francesco Petruzzelli 7,250,000 3.65%
Simon Mitchell 9,979,298 5.02%
Daniel Fabian 5,699,478 2.87%
Cristian Young 1,953,122 0.98%
Ross Bliben 2,000,000 1.01%
Nilesh Gohil 2,000,000 1.01%
Jason Colley 2,000,000 1.01%
Anita Petruzzelli 765,962 0.39%
Catalina Cruz 72,500 0.04%
-------------------------- --------------------------------
Total 72,908,422 36.67%
========================== ================================
Total Voting Rights
Application has been made to the London Stock Exchange for
198,807,631 Ordinary Shares of 0.5p, being the Enlarged Ordinary
Share Capital, to be admitted to trading on AIM and dealings in the
Company's ordinary shares are expected to commence under its new
name of Bidstack Group Plc (AIM: BIDS) at 8.00am on Wednesday 19
September 2017.
Following Admission, the Company's total issued share capital
will comprise 198,807,631 Ordinary Shares with voting rights. This
figure may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change to their interest in,
securities of the Company under the FCA's Disclosure and
Transparency Rules.
Definitions
Defined terms used in this announcement have the meanings set
out in the Admission Document dated 31 August 2018 (unless the
context otherwise requires), which is available on the Company's
website www.kingroupplc.com
**ENDS**
Kin Group plc
Donald Stewart, Chairman
Lindsay Mair, Non Executive Director +44 (0) 7786 575
John Taylor, Non Executive Director 372
Spark Advisory Partners Limited (Nominated
Adviser)
Mark Brady / Neil Baldwin / James Keeshan +44 (0) 203 368 3550
Peterhouse Capital Limited (Broker)
Eran Zucker / Lucy Williams / Duncan Vasey +44 (0) 20 7469 0930
Belvedere Communications (Financial PR)
Cat Valentine / Llew Angus +44 (0) 20 3567 0515
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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