Last checked at 17 Jun 2020 10:43
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
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
17 June 2020
Amigo Holdings PLC
("Amigo" or the "Company")
Results of General Meeting
Amigo Holdings PLC (LSE: AMGO), a leading provider of guarantor loans in the UK, announces the voting results of the General Meeting of the Company ("GM") held earlier today at Nova, 118-128 Commercial Road, Bournemouth BH2 5LT.
The GM was convened to consider the resolutions proposed by Richmond Group Limited ("RGL") to:
(i) appoint as directors of the Company, Sam Wells and Nick Makin; and
(ii) to remove as directors of the Company, Stephan Wilcke (Chairman), Roger Lovering (Senior Independent Director), Richard Price (Non-Executive Director), Hamish Paton (CEO) and Nayan Kisnadwala (CFO).
The Board had unanimously recommended that shareholders vote against these resolutions.
The polling results for each resolution are set out below:
Resolution | NUMBER OF VOTESFOR | % FOR | NUMBER OF VOTESAGAINST | % AGAINST | TOTAL SHARES VOTED | % OF ISC VOTED | NUMBER OF VOTESWITHHELD | |
1 | To appoint Sam Wells as a director | 12,884,665 | 8.93% | 131,334,114 | 91.07% | 144,218,779 | 77.13% | 1,338 |
2 | To appoint Nick Makin as a director | 12,792,281 | 8.87% | 131,410,347 | 91.13% | 144,202,628 | 77.12% | 24,604 |
3 | To remove Stephan Wilcke as a director | 12,826,418 | 8.89% | 131,397,000 | 91.11% | 144,223,418 | 77.13% | 3,814 |
4 | To remove Roger Lovering as a director | 11,970,831 | 8.32% | 131,955,753 | 91.68% | 143,926,584 | 76.97% | 295,677 |
5 | To remove Richard Price as a director | 12,252,694 | 8.50% | 131,947,195 | 91.50% | 144,199,889 | 77.12% | 22,372 |
6 | To remove Hamish Paton as a director | 13,937,937 | 9.67% | 130,259,122 | 90.33% | 144,197,059 | 77.12% | 25,202 |
7 | To remove Nayan Kisnadwala as a director | 11,517,978 | 7.87% | 134,822,284 | 92.13% | 146,340,262 | 78.26% | 246,511 |
8 | Remove any other directors appointed since 1 May 2020 | 11,782,111 | 8.07% | 134,212,625 | 91.93% | 145,994,736 | 78.08% | 592,037 |
Notes:
1. Independent shareholders exclude the 288,350,667 shares held by or on behalf of RGL as at close of business on 15 June 2020.
2. Votes "against" include proxy appointments which gave discretion to the Chairman of the GM. A "vote withheld" is not a vote under English law and therefore the percentage of voting shares excludes shares on which votes were withheld.
3. As at 10.30 a.m. on 15 June 2020, being the time at which a person had to be registered in the Company's register of members in order to vote at the GM, the number of ordinary shares of the Company in issue was 475,333,760.
Contacts:
Company
Amigo Holdings PLC investors@amigo.me
Kate Patrick Head of Investor Relations
Roger Bennett Company Secretary
Investor Relations
Hawthorn Advisors amigo@hawthornadvisors.com
Lorna Cobbett Tel: +44 (0)20 3745 4960
Additional Information
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014. The person responsible for this announcement is Roger Bennett, Company Secretary.
Senior Secured Notes
This announcement constitutes notice by Amigo Luxembourg S.A. (the "Issuer") to the holders of the Issuer's 7.625% Senior Secured Notes due 2024 (for the notes issued pursuant to Rule 144A of the United States Securities Act of 1933, ISIN: XS1533928468 and Common Code: 153392846; for the notes issued pursuant to Regulation S of the United States Securities Act of 1933, ISIN: XS1533928625 and Common Code: 153392862) (the "Notes") issued pursuant to pursuant to Section 4.03(a)(3) of an indenture dated January 20, 2017 among, inter alia, the Issuer, the guarantors named therein and U.S. Bank Trustees Limited, as trustee and security agent. Amigo Holdings PLC is the indirect parent company of the Issuer. This announcement shall constitute a "Report" to holders of the Notes.
ENDS