20 Aug 2019 07:00
20 August 2019
BCA Marketplace plc(the "Company")
Notice of Annual General Meeting
The Company announces that the following documents have been sent to shareholders:
·; Notice of 2019 Annual General Meeting
·; Form of Proxy for the Annual General Meeting
The Notice of Annual General Meeting is available on the Company's website at www.bcamarketplaceplc.com and this document and the Form of Proxy have been submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.
As explained in the Company's announcement of 31 July 2019, the 2019 Annual Report included a new remuneration policy (set out at pages 75-83) (the "Remuneration Policy"). The Remuneration Policy referred to two new incentive schemes to be adopted ("Incentive Arrangements"). Ordinarily shareholder approval for the Remuneration Policy and the Incentive Arrangements would have been sought at the 2019 Annual General Meeting.
In light of the recommended cash offer made by BBD Bidco Limited ("Bidco") for the entire issued and to be issued ordinary share capital of BCA (the "Acquisition"), which was approved by shareholders on 29 July 2019, the Board has considered whether shareholder approval for the Remuneration Policy and the Incentive Arrangements should be sought at the 2019 Annual General meeting. As the Acquisition continues to proceed towards completion, the Board has decided that it will not include such resolutions in the Notice of Annual General Meeting.
If the Acquisition subsequently lapses in accordance with its terms, then the Company will convene a separate general meeting at which such resolutions will be proposed. The Board notes that completion of the Acquisition remains conditional on the receipt of anti-trust clearances from the relevant authorities and the receipt of clearances from the Financial Conduct Authority, amongst other customary conditions.
The Company's 2019 Annual General Meeting will be held at the offices of Bryan Cave Leighton Paisner LLP, Adelaide House, London Bridge, London EC4R 9HA on 16 September 2019 at 10am.
Further announcements will be made as appropriate.
Enquiries:
Buchanan Communications (Financial PR)
David Rydell / Jamie Hooper
+44 (0)20 7466 5000
Square1 Consulting (Financial PR)
David Bick
+44 (0)20 7929 5599
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