TIDMYCA

RNS Number : 5845L

Yellow Cake PLC

06 September 2023

6 September 2023

Yellow Cake plc ("Yellow Cake" or the "Company")

Results of 2023 Annual General Meeting

Yellow Cake, a specialist company operating in the uranium sector with a view to holding physical uranium ("U(3) O(8) ") for the long term, is pleased to announce that at the Annual General Meeting of the Company held on 6 September 2023 ("AGM" or the "Meeting") all resolutions were duly passed. Resolutions 1-11 were passed as ordinary resolutions and resolutions 12 and 13 were passed as special resolutions.

The full text of the resolutions passed at the Meeting can be found in the Notice of Annual General Meeting, which is available on the Company's website at www.yellowcakeplc.com.

The following table shows the votes cast on each resolution:

 
                                 VOTES        %        VOTES       %       TOTAL        % OF       VOTES 
                                   FOR                 AGAINST              VOTES       SHARE     WITHHELD 
                                                                           VALIDLY     CAPITAL 
                                                                            CAST        WITH 
                                                                                       VOTING 
                                                                                       RIGHTS 
      Annual Report 
 1     and Accounts            66,462,151     72.4   25,280,031   27.6   91,742,182       46.3      200,065 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Anthony 
       Tudor St John, 
       The Lord St John 
 2     of Bletso               85,446,658     93.0    6,390,677    7.0   91,837,335       46.3      104,912 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Andre 
 3     Liebenberg              91,326,409     99.4      512,120    0.6   91,838,529       46.3      103,718 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Carole 
 4     Whittall                61,699,633     97.6    1,508,043    2.4   63,207,676       31.9   28,734,571 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Sofia 
 5     Bianchi                 90,707,257     98.8    1,129,841    1.2   91,837,098       46.3      105,149 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Alexander 
 6     Downer                  91,376,276     99.5      464,494    0.5   91,840,770       46.3      101,477 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Alan 
 7     Rule                    91,377,953     99.5      461,704    0.5   91,839,657       46.3      102,590 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Re-appoint Claire 
 8     Brazenall               91,449,090     99.6      380,113    0.4   91,829,203       46.3      113,044 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
 9    Re-appoint auditor       91,826,316    100.0       11,911    0.0   91,838,227       46.3      104,020 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
 10   Auditor's remuneration   91,837,957    100.0        1,308    0.0   91,839,265       46.3      102,982 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Authority to 
 11    allot shares            81,213,369     88.4   10,629,225   11.6   91,842,594       46.3       99,653 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Disapply pre-emption 
 12    rights                  87,583,885     95.4    4,253,768    4.6   91,837,653       46.3      104,594 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
      Authority to 
       purchase own 
 13    shares                  91,705,666    100.0        3,209    0.0   91,708,875       46.3      233,372 
     -----------------------  -----------  -------  -----------  -----  -----------  ---------  ----------- 
 

Notes:

(1) A vote withheld is not a vote in law and is not counted in the calculation of votes for or against a resolution.

(2) As at close of business on 4 September 2023, being the date used to determine the entitlement of shareholders to attend and vote at the Annual General Meeting, the Company's issued share capital was 202,740,700 Ordinary Shares, the number of Ordinary Shares held in treasury was 4,584,283 and the total voting rights in the Company were therefore 198,156,477 .

The Board notes that resolution 1 (to receive the Company's Annual Report and Accounts for the financial year ended 31 March 2023) was passed with the necessary majority but received less than 80% of votes in favour.

The Company is aware that Investor Shareholder Services (ISS), a proxy advisory firm, recommended that shareholders vote against resolution 1 due to the non-conditionality of vesting of the Company's long-term incentive awards. As an AIM listed company, Yellow Cake is not required to and does not offer a separate vote in respect of its directors' remuneration report and ISS therefore recommended a vote against the approval of the Company's Annual Report and Accounts which included the directors' remuneration report.

Given that Yellow Cake does not have operations, the Board considers that its Long Term Incentive Plan ("LTIP"), which was developed on the advice of external independent remuneration consultants, is appropriate for Yellow Cake. As per the terms of the LTIP, the amount of awards granted pursuant to Yellow Cake's LTIP is determined by a performance underpin. In addition, the strike price of the grant is set at the higher of the NAV on the grant date and the market price in the week prior to the grant date, thereby introducing a penalty to the extent that a discount to NAV exists and an incentive to close any NAV discount.

The Company aspires to the highest level of shareholder and stakeholder engagement and intends to consult with those shareholders who voted against this resolution to better understand their specific concerns. The Company will provide an update on this in the coming months in line with the UK Corporate Governance Code.

Enquiries:

 
 Yellow Cake plc 
 Andre Liebenberg, CEO                                           Carole Whittall, CFO 
 +44 (0) 153 488 5200 
 
 Nominated Adviser and Joint Broker: Canaccord Genuity Limited 
 Henry Fitzgerald-O'Connor                                       James Asensio 
 Gordon Hamilton 
 + 44 (0) 207 523 8000 
 
 Joint Broker: Berenberg 
 Matthew Armitt                                                  Jennifer Lee 
 Detlir Elezi 
 Tel: +44 (0) 203 207 7800 
 
 Financial Adviser: Bacchus Capital Advisers 
 Peter Bacchus                                                   Richard Allan 
 Tel: +44 (0) 203 848 1640 
 
 C ommunications Adviser : Powerscourt 
 Peter Ogden                                                     Molly Melville 
 +44 (0) 779 385 8211 
 

ABOUT YELLOW CAKE

Yellow Cake is a London-quoted company, headquartered in Jersey, which offers exposure to the uranium spot price. This is achieved through its strategy of buying and holding physical triuranium octoxide ("U(3) O(8) "). It may also seek to add value through other uranium related activities. Yellow Cake seeks to generate returns for shareholders through the appreciation of the value of its holding of U(3) O(8) and its other uranium related activities in a rising uranium price environment. The business is differentiated from its peers by its ten-year Framework Agreement for the supply of U(3) O(8) with Kazatomprom, the world's largest uranium producer. Yellow Cake currently holds 18.81 million lb of U(3) O(8) , all of which is held in storage in Canada and France.

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END

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September 06, 2023 06:30 ET (10:30 GMT)

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