Last checked at 29 Sep 2020 11:01
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
29 September 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 James Benamor as a director;
(ii) to remove as directors of the Company, Nyan Kisnadwala (CFO) and Roger Lovering Acting Chair); and
(iii) to appoint Glen Crawford, Gary Jennison, Rischard Price and Jonathan Roe as directors of Amigo Loans Ltd.
The Board had unanimously recommended that shareholders vote against these resolutions.
The results for each resolution is set out below:
Resolution | NUMBER OF VOTESFOR | % FOR | NUMBER OF VOTESAGAINST | % AGAINST |
NUMBER OF VOTES WITHHELD | |
1 | To appoint James Benamor as a director | 67,765,880 | 42.76 | 90,715,918 | 57.24 |
798,716 |
2 | To remove Nayan Kisnadwala as a director | 66,010,080 | 41.97 | 91,252,143 | 58.03 |
2,018,291 |
3 | To remove Roger Lovering as a director | 65,699,454 | 41.79 | 91,528,976 | 58.21 |
2,025,210 |
4 | That Glen Crawford is appointed a director of Amigo Loans Ltd | 65,819,659 | 41.90 | 91,284,606 | 58.10 |
1,750,558 |
5 | That Gary Jennison is appointed a director of Amigo Loans Ltd | 65,571,640 | 41.85 | 91,112,842 | 58.15 |
2,170,341 |
6 | That Richard Price is appointed a director of Amigo Loans Ltd | 65,389,298 | 41.73 | 91,290,343 | 58.27 |
2,175,182 |
7 | That Jonathan Roe is appointed a director of Amigo Loans Ltd | 63,331,359 | 40.42 | 93,356,866 | 59.58 |
2,139,724 |
The Board notes that while all the resolutions proposed by Richmond Group Limited at the general meeting were voted down by the shareholders, a not insignificant minority of shareholders did not support the Board's recommendation that shareholders vote against all the resolutions. The Board is committed to its current governance structure and strategy, to delivering value for all shareholders and to ensuring an effective dialogue with shareholders going forward and will continue to engage with shareholders to understand their views.
Notes:
1. 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 is therefore the percentage of voting shares is the percentage of shares voted and excludes shares on which votes were withheld.
2. As at 16.30 p.m. on 25 September 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
Media 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