TIDMTERN

RNS Number : 5202X

Tern PLC

04 May 2021

4 May 2021

Tern Plc

("Tern" or the "Company")

Result of AGM

Tern Plc (AIM:TERN), the investment company specialising in the Internet of Things ("IoT"), announces that at the Company's Annual General Meeting ("AGM") held earlier today resolutions 1 to 4 and resolution 7 were voted on by a poll and were passed. Details of the votes cast are set out in the table below.

Although a majority of the votes received were in favour of resolutions 5 and 6 in relation to the authority of the Directors to issue new Ordinary Shares and disapply pre-emption rights, the Chairman of the AGM, Ian Ritchie, after consultation with the Board, decided to withdraw these resolutions from being voted on at the AGM due to the low number of shareholder votes received and given that, on the basis of the proxy votes cast, resolution 6 (to grant the Directors the authority to issue shares for cash) would not have achieved the requisite number of votes to be passed.

In total, votes in respect of approximately 13.3% of the Company's issued share capital were received, which included approximately 6.4% of the issued share capital held by the Directors. In light of votes being received from so few shareholders and the differing views of shareholders on the matters included in resolutions 5 and 6, the Board intends to further consult with shareholders and its advisers before submitting proposals on these matters to be voted on by shareholders at a General Meeting to be convened in due course. Following the withdrawing of resolutions 5 and 6, the Directors do not currently have the authority to issue new ordinary shares for cash or generally. The Company will also explore options to encourage wider shareholder participation in future voting.

The total number of Ordinary Shares of the Company in issue, each with one voting right, is 330,338,101 and the votes cast in respect of resolutions 1 to 4 and 7 were as follows:

 
 Resolution               For                   Against              Total votes   Votes       % of 
                                                                      cast          withheld    share 
                                                                                                capital 
                                                                                                voting 
                          Total        %        Total       % 
                           votes                 votes 
                         -----------           ----------  -------  ------------  ----------  --------- 
 1. To approve 
  the Company's 
  2020 annual accounts    39,925,850   91.13%   3,886,940   8.87%    43,812,790    200,000     13.26% 
                         -----------  -------  ----------  -------  ------------  ----------  --------- 
 2. To re-appoint 
  Nexia Smith & 
  Williamson as 
  the Company's 
  auditors                39,928,328   91.13%   3,884,462   8.87%    43,812,790    200,000     13.26% 
                         -----------  -------  ----------  -------  ------------  ----------  --------- 
 3. To reappoint 
  Ian Ritchie as 
  a director              39,435,500   90.16%   4,306,290   9.84%    43,741,790    271,000     13.24% 
                         -----------  -------  ----------  -------  ------------  ----------  --------- 
 4. To reappoint 
  Bruce Leith as 
  a director              39,435,500   90.05%   4,356,290   9.95%    43,791,790    221,000     13.26% 
                         -----------  -------  ----------  -------  ------------  ----------  --------- 
 7. Authorisation 
  to make market 
  purchases of 
  the Company's 
  shares                  34,775,458   80.04%   8,674,263   19.96%   43,449,721    563,069     13.15% 
                         -----------  -------  ----------  -------  ------------  ----------  ---------

Enquiries

 
 Tern Plc                                      via IFC Advisory 
  Al Sisto (CEO) 
  Sarah Payne (CFO) 
 
   Allenby Capital Limited                       Tel: 0203 328 5656 
   (Nominated Adviser and Broker) 
   David Worlidge / Alex Brearley (Corporate 
   Finance) 
   Matt Butlin / Kelly Gardiner (Sales 
   and Corporate Broking) 
 
   IFC Advisory                                  Tel: 0203 934 6630 
   (Financial PR and IR)                         tern@investor-focus.co.uk 
   Tim Metcalfe 
   Graham Herring 
   Florence Chandler

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END

RAGUSOVRAOUVRAR

(END) Dow Jones Newswires

May 04, 2021 11:34 ET (15:34 GMT)

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